Friends in the Strangest of Places
by Steefwaterbutter
Summary: Frisk has made a terrible mistake. One that no one but herself knows. One that will have the strangest of consequences. All at once, Frisk's journey through the Underground is jerked to halt. She is thrust into a different world where clocks are broken and timelines are being reset, where war and tryanny have no restraint. A world with the curious name of Equestria.
1. Chapter 1

_A/N: At the end of December, 2015, I was trying to think of something to write, and I was like... hmmm... Sans wakes up in a cell... and meets someone. Possibly from MLP. Like Sombra. 'Cause why the heck not?!_

 _As the weeks passed, the story spun completely out of control. When writing the first draft, I pretty much had no idea where I was going, which was fun, but also terrifying at some points. After I finished the story I went back and do some major clean-up, and this here is the result. This is most definitely the longest "chapter" I have ever written._

 _Decided to make Frisk a girl in this fic. And there will be some references to Christianity. Also, random crossovers FTW. =^_^=_

 _Enjoy!_

* * *

Friends in the Strangest of Places

Part One:

 _The Great War_

* * *

 _"I lift up my eyes to the hills. From where does my help come from?"_

Psalms 121:1

Someone kept saying "Stop it, stop it, _stop it_."

The sound grated in her ears like nails digging into a chalkboard. She wanted to slap her hands over her ears and block out the awful sound. But she couldn't move.

She could feel sobs shuddering through her body, felt wet tears squeeze out of her tightly-closed eyes to trickle down her cheeks. But she didn't know why.

All at once the noise was broken by the shriek of splintering glass. It was followed by a tinkling sound, something almost like rain on pavement.

Frisk jerked upright, flinging her eyes open. White flooded her vision and the child gasped, her eyes closing before she even told them to. Even then the brightness lashed across her eyesight, leaving streaks of color across the darkness. The little girl let out a long, shuddering breath, burying her face in-between her knees.

"It's okay," she whispered to herself. "It was just a bad dream. Not real."

For a moment she sat in silence, trying to remember what had scared her so much, and, at the same time, trying not to think of the unknown horror.

 _(I won't do it... I won't...)_ The thought suddenly whispered through her mind, though she had no idea why.

Wait. Asgore. King Asgore. A strange name for a king, but then nearly everyone in the Underground had a strange name. She… she had been on her way to fight him. No! She couldn't fight him! Not again. Not after what happened last time. But she must. It was her only hope of getting out of the Underground.

 _(I can't... I can't face him again,)_ Frisk thought, shuddering as the memory flashed across her eyes.

 _You IDIOT._

 _Haven't you learned anything? In this world,_

 _it's KILL_

 _Or BE KILLED._

Frisk began to feel a chill seeping into her body, and shivered. But then what had happened? She had come to the elevator choked with vines, and then... everything had gone white. The whole Underground reduced to a silver smear. So, where was she now?

Taking a small breath, Frisk slowly blinked open her eyes for the second time.

"Ow!"

The child yelped as the brightness once again flooded her vision. She scooted backwards, feeling hard concrete or... something beneath her, and placed a hand over her eyes, before cautiously peering through the cracks between her fingers.

Gray. All she could see was gray. She blinked again and began to make out dark gray edges of stone blocks, black writing scribbled on some of them.

Frisk wrinkled her nose and scrambled up for a closer look at the messages. One said: "Let my ponies go!" and another: "Beware the horse who speaks in shadows."

How could a horse speak in shadows? What horse? There was Aaron, and that one horse she had met at Grillby's, but she was fairly certain they didn't speak in shadows. Was it some sort of metaphor?

Frisk rubbed her hands up and down the baggy sleeves of her purple and blue sweater. After several more seconds of reading the various messages, Frisk turned around to see she was in a small cell, surrounded by criss-crossed thick metal bars. Her bag lay crumpled on the floor a few feet away.

Had Asgore locked her up here, realizing he maybe shouldn't fight her? It made a bit of sense... but then why couldn't she remember anything past the elevator?

But more importantly, how could she get herself out? If Undyne was here, well, she could probably tear the bars apart with her bare hands, but... she would never go against Asgore to save a friend that she had met only a few hours ago. Right now, she was probably still hanging out with Papyrus all the way back in Snowdin.

Suddenly Frisk's mind went back to the time she was "captured" by Papyrus. The bars had been so wide she had no problem slipping out, much to the lanky skeleton's amazement. These bars looked a bit narrower than the ones at Papyrus' house, but still, the same trick might work with them.

Frisk scooped up her small dark brown bag off the floor. Good. Everything was still inside. She then turned sideways and sucked in her breath, pressing her body into the small gap between the bars. Her boot pushed against the rough ground, then nearly shot out from underneath her. She had to grab the bar in front of her to keep from falling.

Frisk pushed again, but suddenly found she was stuck, unable to push herself forward. She tried to slip backwards, back into the cell. Nothing

The little girl closed her eyes and bit her lip, trying to steady her breathing. She sucked in her breath and pushed her foot hard against the floor.

"Uh... hey, are you okay there?"

The bars were so close Frisk couldn't turn her head to see who or what was talking, but their tone was friendly.

"Um… I'm kind of stuck," Frisk said, feeling her face grow hot. "C-could you maybe help me-"

"Already on it."

Frisk felt a sharp tug on her arm. With a squeak she tumbled sideways, landing hard on her side.

"Oh dear, are you alright?" A different voice than the first had spoken, their tone almost as soft and gentle as Toriel's.

"Y-yeah," Frisk blinked, rubbing the grit from her eyes. She looked up and her mouth opened, letting out a small "Oh."

Standing in front of her were two brightly colored pegasi, one yellow with a pink mane and kind eyes, the other light blue with a rainbow mane and tail, wearing steel armour that flashed in the torchlight.

"Are you two... monsters?" Frisk asked, squinting her eyes at the pair.

The blue pegasus huffed. "What are you talking about? We're not monsters! We're ponies!" Her eyes narrowed and she thrust her head forward. "Speaking of, what are you?"

Frisk twisted her hands together behind her back. "Um, I'm a human."

As soon as the words left her mouth, Frisk wished she could take them back. Stupid. Now that they knew who she was, they would surely fight her, try to take her soul. Or maybe they would just drag her straight to King Asgore, and she couldn't go through that again.

But the blue pony simply glanced at the yellow pony, who shook her head. "I've never seen anything like this before."

The blue pony pulled a face, then said, "Well, I guess before we get any further, I should introduce myself and my friend. I'm Rainbow Dash, Second Lieutenant of Celestia's army, and this is Fluttershy, the meekest soldier this world has ever seen."

"Nurse," Fluttershy corrected, ducking her head.

"Anyway, we came down here looking to see if King Sombra's got anypony locked up down here, so we could bust 'em out, and rescue 'em."

"I'm Frisk. But who's King Sombra? I mean, I thought King Asgore was the only ruler in the Underground."

Rainbow Dash held up a hoof. "You haven't heard of King Sombra, the most ruthless pony in Equestria, a pony who is literally made of shadows and darkness? And wait a sec, what 'Underground'? You live with the Diamond Dogs or something?"

"N-no..." Frisk said, her hand tightening around her bag. "I-I just fell down Mount Ebbot. I'm just trying to get back to-to the surface. What is this place? I'm sorry, d-did I do something wrong? I'm sorry-"

The yellow pony glanced at Rainbow and took a small step forward. "Shhh, it's okay," Fluttershy said, her voice as soft as a butterfly's wingbeat. "You have nothing to be sorry about. This land is called Equestria. Right now we're in the dungeons of King Sombra's castle, which is located in the center of the Crystal Empire. I don't know how you got here, but me and Rainbow will do our best to help you get somewhere safe, so we can try and figure this out."

Frisk peered up through her tangled bangs at the two ponies. "Really?"

Rainbow gave a loud snort. "Yeah, really! We'll take you to that one nerdy pony... she's called Twilight. If anypony's able to find out how you got here, it would be Twilight Sparkle. She's been going on for days about this time travel spell that she needs to find, or else the universe will collapse or something."

 _(Time travel?)_ Frisk eyebrows pinched together, as she chewed on her lip. _(I wonder if that's… no, it couldn't be.)_

Fluttershy turned to Frisk. "Here, climb on my back, it'll be faster that way."

"R-really?" Frisk's heart skipped a beat, and she reached out with a trembling hand to touch the pony's soft pink mane. She had always wanted to ride a pony, though she had never quite gotten up the courage to ask one of her guardians. And yet here she was, in the dungeon of another land, about to climb on the back of a pegasus.

Fluttershy knelt down, and Frisk slipped the bag's leather strap over her shoulder before clambering on and grabbing fistfuls of bright pink mane. Soon they were walking after Rainbow down a narrow tunnel with torches hung on the walls. Frisk felt the air warm as they neared each torch, only to shiver once again as they passed.

It felt so strange to have something moving beneath her yet at the same time she felt so tall, almost as if she were ready to take on the world. Frisk felt a small smile tug at the corners of her mouth, and she giggled softly to herself.

Fluttershy's ears flicked back at the sound. "What is it, Frisk?" she asked, turning her head slightly to peer at the child.

"It's nothing," Frisk said. "It's just... you've been so nice. Both of you. I just showed up out of nowhere and-you're just so nice." Frisk dropped her head as she stumbled over the words.

"O-oh, well, thank you," Fluttershy responded, and Frisk thought she saw the pony's cheeks go pink.

Frisk was quiet for a minute, then said. "So, um, who is this... Twilight?"

"We're not exactly sure," Rainbow Dash said. Her wings stirred the air as she hovered just above the ground. Light flickered over her blue fur.

"She just... showed up one day," Fluttershy murmured. "We were heading back to camp during a snowstorm and all of a sudden we saw a purple alicorn running towards us with the most adorable a baby dragon by her side. I was worried she had hit her head or something, because she was going on and on about this pony, Starlight Glimmer, and how she had lost her time travel spell. She was frantic."

"What's an alicorn?" Frisk asked, raising her hand to emphasize the question.

"It's a pony with a pegasus' wings, a unicorn's horn, and an earth pony's strength," Rainbow said. "They're very rare. We've only got two in all the land of Equestria. At least, that's what I thought."

The pegasus frowned. "She said we were her friends in a different time. Heh, the only friend I've had for a long time is Flutters here. Ponies have become a bit closer ever since the war started... but heck..." she shrugged, but Frisk could see she was blinking rapidly. "It's hard to become friends with ponies you know you could be sending to their death any day," her voice cracked a little, then hardened. "We should pick up the pace."

Frisk nodded, her eyebrows knitting together. _(With you one day, gone the next,)_ she thought.

"Anyway, she said that it wouldn't be a good idea for too many ponies to see her, her being an alicorn and all. We found an old warehouse or factory or something for her to stay in. I think it might have been used by Sombra to make those mind-control helmets of his."

"Do... do you think he'll be able to find us there?"

"Nah, he's way too busy fighting against Celestia's army to go investigate some abandoned warehouse. Plus we've been careful to not give him a reason to check it out. But hey," Rainbow Dash turned her head to peer at Frisk. "Why were you locked up there, anyway? Did Sombra find you and toss you in there or what?"

Suddenly Fluttershy let out a startled neigh and jumped. For a split second Frisk felt herself surrounded by nothing, then the ground rushed up and smacked her side. The breath was blown out of her body, the world around her spinning and tilting. Slowly she pushed herself onto her knees, then saw the flower. Golden petals surrounded his grinning face.

"Flowey?" Frisk whispered.

"Woah, Flutters, what's up with you-" Rainbow Dash turned her head and let out a small squeal as her eyes landed on the flower. "Woah!"

"Howdy!" the flower called out cheerfully. "It's me, Flowey. Flowey the flower!"

Rainbow's eyebrows shot up. "Who in the hay are you?"

Flowey "tisked" at the mare. "Gosh, weren't you listening? I already told you, I'm Flowey. Flowey the flower."

"I'm talking to a flower," Rainbow said, the words dripping out of her mouth. "Fluttershy, why am I talking to a flower?"

"I-I don't know!"

"Flowey, what are you doing here?" Frisk asked, her voice still no more than a whisper.

The flower ignored her, his eyes fixed on Rainbow Dash.

Rainbow stared back at Flowey and his dark, toothy grin. "Um, well then, Flowey," she said. "Who are you and why am I able to talk to to you?

"Golly, so many questions, and you haven't even told me your name yet. You ponies sure are rude," Flowey said, his face pouting. "Is this any way to treat your new friend?"

"What-" Rainbow Dash started to say, but stopped abruptly as a bright green vine wrapped around her leg, jerking her forward. Frisk placed a hand over her mouth, feeling as if her heart might jump out of it. At every second she half expected Flowey to turn into that terrifying creature that should only exist in nightmares.

"You idiot," Flowey whispered. "You, of all ponies should know. In this timeline, it's kill or be killed."

Rainbow Dash kicked her hoof violently, freeing herself. She jumped backwards and grabbed the back of Frisk's sweater, lifting the small child into the air. Frisk only had time to catch a glimpse of Flowey's swollen head, shaped almost like a skull, grinning. His shrieking laugh rang in her ears.

Rainbow Dash flew fast and hard, and didn't slow down, not even when Frisk was sure they had left Flowey long behind them.

A solid rock wall suddenly rose in front of them, and Rainbow Dash thrust forward her wings and slid to a stop, her hooves skidding on loose pebbles. She opened her mouth and Frisk tumbled onto her hands and knees.

"Uh, sorry," Rainbow cringed a little, stepping back to give Frisk space to get up. Frisk rose to her feet slowly, brushing off the dust from her clothes. For a second memories clambered into her mind, and she flinched.

"Hey... you okay, kid?" came Rainbow's voice, and Frisk nodded, though it was anything but the truth. She slowly ran her hand over the bag's strap, feeling the rough leather under her fingers and took a long breath.

Rainbow glanced around at the other tunnels, then snorted, stamping her hoof against the floor. "Darnit. Fluttershy must have gotten left behind. She can never keep up. Why did I bring that pony along anyway?"

 _(Because you didn't want to be alone,)_ Frisk answered silently, her gaze dropping.

The pony let out a short snort, then said, "Okay, let's just get you to Twilight. This place is really giving me the creeps. Plus, Sombra's army will be coming down here to check on the cells soon, and trust me, we don't want to be around when that happens."

"B-But what about Fluttershy?"

"She should be okay," Rainbow Dash replied as she began trotting down another passageway, this one with steps leading up. The sound of her sharp hooves pounding against stone echoed through the tunnel. "We've come down here more than once, and we've made a plan of what to do, places to meet up again, if we ever got separated."

"But we can't just leave her!" Frisk protested, running after Rainbow and nearly tripping up the stairs. "You said Sombra's army was coming soon! What if they find her?"

"They won't," Rainbow snapped, then stopped short, letting out a sigh. "Darnit, kid." She turned back around to face Frisk. "You're right. Climb on my back."

Frisk stepped onto the step above Rainbow and hesitantly swung her leg over the pony's broad back. She could feel the hard muscles of the pony's shoulders and back underneath her, and almost shivered. She was glad Rainbow had no intention of trying to hurt her.

"There's two passages that lead up to the surface," Rainbow Dash explained as she turned and began heading down the stairs. "We took the shorter one, and Flutters most likely is taking the other one, the one that leads almost directly to that old warehouse Twi's staying at. We don't use it very often because we don't want Sombra's guards following us there."

Frisk simply nodded. She tried to pay attention to the pony's words, but her eyes kept flitting around the passage. This one was darker than the last, with only a few torches. Small puddles of water and cracks littered the floor, and drops of water fell from the ceiling. One dripped directly onto Frisk's nose, and she jerked, before hastily rubbing her sleeve across her nose. It almost reminded her of Waterfall, except this time she was riding a pony instead of walking with Monster Kid, a light pink umbrella held over both their heads.

Oh, Monster Kid… probably the only monster beside Sans that she had become friends with without having to fight, brimming with an endless supply of energy and optimism.

 _(Will I ever even see him again?)_

"Huh. That's weird," Rainbow muttered, her voice breaking through Frisk's thoughts. "I don't remember an elevator being here." She stretched out her neck and sniffed at it, pawing the rusty metal floor with a hoof.

Frisk peered at the old elevator. It wasn't much more than a small metal platform inside a shaft, with a small metal gate. A panel of large buttons was located on the one of the walls.

"Anyway, I could be wrong..." Rainbow continued, stepping inside. The gate swung shut behind them with a clang, and Frisk jumped.

"This seems weirdly familiar," she said, half to herself.

As the elevator began to descend, Rainbow Dash turned her head to peer at Frisk. "So, do you know anything about this Flowey guy?"

 _(He's a liar.)_

"Oh, well... Where should I even start?"

"Beginning's fine with me."

"Well…" Frisk fidgeted. "When I first came to the Underground he-"

Suddenly the elevator shuddered. Before Frisk could even gasp, the floor beneath them dropped, and they plunged into darkness.

o

 _It was a beautiful day outside. Asgore was watering golden flowers in the throne room, Toriel was baking another cinnamon-butterscotch pie, and someone in the Underground had just been murdered._

 _Frisk fled. Her breath tore in her throat, and her legs were burning. But she couldn't stop running. Her clothes, her hands were covered in dust. Her hair whipped itself into her eyes, but she didn't bother raising a hand to brush it away._

 _She tried to flee the horror bubbling up inside her, but it was too fast and grabbed the end of her sweater with long boney fingers._

 _Frisk tripped over nothing, her face slamming into the rocky ground. Trembling, she got to her knees and crawled into the darkest corner, burying her face in her hands._

 _Flowey's dark saying had finally come true. They had tried to kill her for so long, and now she had killed one of them._

 _"I'm sorry, I'm sorry, I'm sorry... I'm s-sorry."_

 _If only there were some way to undo the damage... to go back in time and make it so this never happened..._

 _"I'm so, so sorry..."_

o

"Frisk? C'mon, Frisk, wake up!"

Frisk squinted her eyes open, staring up at the pegasus. "...R-Rainbow... what happened?"

"Not exactly sure," Rainbow replied, and helped nudge Frisk into a sitting position. "The elevator dropped, and the next thing I knew we were both on the floor. You must've hit your head or something, 'cause you were out for a good minute or two."

"Yeah," Frisk mumbled, feeling the sore spot on the back of her head. Something warm and sticky slid onto her fingertips and she shivered.

"Here." Rainbow Dash pulled out a clean cloth from a small pouch that hung at her side.

"Thanks." Frisk held the cloth to her head with one hand and dug around in her bag with the other. "Are you okay?"

"Eh, I've gotten worse knocks on the head," Rainbow said with a shrug. "Whatcha got there?"

Frisk pulled out a small golden cinnamon bunny and began nibbling on the edges. The sweet nearly melted in her mouth, and seconds later she felt the pounding in her head decrease. "I don't know why, but food always seems to help when I get hurt," Frisk said between bites. "Do you want any?"

"Um, nah, I'm good. I think I'll go check out where we landed."

With considerable effort, Rainbow wrenched the dented door open, both door and pony groaning in protest. For a moment she stood motionless in the opening, then her ears twitched forward. "Wait a second. I hear someone."

Frisk gulped down the rest of the cinnamon bunny and crept up beside Rainbow, placing a hand on the pony's side. For a second she could see nothing but more hallways with gray curved ceiling supported by thick wooden beams. Then a yellow blur shot out of nowhere, and Fluttershy tumbled in a heap in front of them.

Rainbow let out a small snort. "Took you long enough," she said, holding out a hoof to help Fluttershy up.

But the pegasus jumped up on her own, her wings beating almost as fast as a hummingbird. "Oh-oh Rainbow! Th-thank goodness I found you! You won't believe what I've found!"

Rainbow placed a hoof on Fluttershy's shoulder and lightly pushed her to the ground. "Calm down, Flutters. What'd ya find?"

"Was it Sombra? The pony of shadows and darkness?"

"Oh no," Fluttershy shook her head like a dog shaking after a bath. "It's-oh, I can't describe it. Just-follow me!"

Rainbow turned to Frisk a small grin pulling at the corners of her mouth. "Well, if you don't mind the detour, let's go see what she found."

At Rainbow's nod, Frisk clambered back on the pony's back. She twined her fingers in the pony's mane, the coarse hair feeling like the finest silk beneath her rough, scarred fingers. Rainbow began walking after Fluttershy, and Frisk let her shoulders slump, let her mind begin to wander.

(I wonder what this world looks like, up above. Is it as pretty as Earth? Or has the War destroyed it? I wonder what Fluttershy found. She didn't look scared so it couldn't have been something bad-)

Frisk's head snapped up as Rainbow let out a loud gasp. In a cell in front of her were three strange creatures. The first was a tall, lanky skeleton with a torn red scarf, pacing up and down and muttering to himself. The second was another skeleton, much shorter and rounder, who wore a blue coat with a fur-lined hood. He was leaning against the wall with his eyesockets closed. The third was a tall, furry goat woman, dressed in a purple robe with some sort of symbol emblazoned across the front.

"What..." Rainbow trailed off. "Who... who are you guys?"

Frisk slid off Rainbow's back, blinking rapidly. "They're my...I... I know these guys," she said. "They... live in the Underground. The place I was before I came here."

The short skeleton, Sans, pushed himself off the wall, resting his hands on the bars. "hey kid, it looks like ya got quite the tail to tell. but before we get into all that, mind getting us out of here?"

Rainbow shook herself. "Uh, y-yeah," she muttered and pulled out a key. It fitted into the lock with a solid click, and the door swung open.

"Um, hey guys," Frisk said and lifted a hand in a small wave, before she suddenly found herself in the arms of Toriel. Without thinking, Frisk stiffened, then reminded herself it was only Toriel. A warmth settled into her soul as she wrapped her arms around the goat woman's waist, breathing in the smell of baking and fire magic.

"I was so worried about you, my child. Such a dangerous journey for one so young," Toriel murmured. "But I see Sans has been keeping you safe."

Frisk swallowed. _(Um... well... I guess...)_ She stepped back and shrugged her shoulders before she was grabbed from behind by two boney arms.

"MY TURN TO HUG FRISK!" the lanky skeleton, Papyrus, exclaimed, sweeping Frisk off her feet in a nearly bone-crushing hug. Frisk simply giggled.

"I can't believe it... you guys are all here too," Frisk said as Papyrus set her down with with a thump.

Sans dug his hands into his pockets, his eyes glancing around the dungeon. "about that... hey kid, do you have any idea why we're all here?"

The question was innocent enough, but Frisk could feel the skeleton's gaze burning through her. As if he was somehow blaming her for all this. As if... shewere somehow responsible for all this.

"N-no, I don't, I really don't," Frisk said, but it sounded hollow in her ears.

"We found her locked up in a cell just like you guys," Fluttershy began. "And-"

"YOU RESCUED FRISK? HOW VERY KIND OF YOU!" Papyrus said, and bounded over to give Fluttershy a hug that almost lifted the pony off her feet.

"O-o-oh d-dear," the pony squeaked, while Rainbow Dash collapsed on her side, helpless with laughter. Sans let out a hearty chuckle, and even Frisk giggled, though she tried to hold it in for Fluttershy's sake.

"Papyrus, please, put that poor creature down before you terrify her even further," Toriel said, holding out her paw-like hands.

With a sheepish grin, Papyrus let Fluttershy go, and the pegasus scrambled away from him to Frisk's side, her head up and her eyes wide.

Papyrus gave a sweeping bow. "I, THE GREAT PAPYRUS, DO APOLOGIZE FOR STARTLING YOU, STRANGE YELLOW PONY."

"I-it's a-al-alright," gasped the shaking pony.

Rainbow heaved herself up, still letting out snorts of laughter. "Alright, you guys. Me, Fluttershy and Frisk here were just on our way to go see a pony called Twilight to see if she could help figure this all out. I'm supposing you guys don't mind coming along?"

"OF COURSE NOT! LET US GO AND FIND THIS TWILIGHT AT ONCE! I SHALL MAKE HER DO AWFUL PUZZLES AND THEN FIGHT ME, AND WE SHALL BECOME GREAT FRIENDS!"

With that inspiring speech Papyrus bounded off down the tunnel.

"Uh, Papyrus? You're going the wrong way!" Rainbow yelled after him.

Frisk shook her head at the scatterbrained skeleton, but something twisted inside her.

 _(Why are we here? Was it because of something I did?)_

o

Frisk hunched over as the wind whipped her hair into her face and pelted her skin with snowflakes. Her small boots sank deep into the snow, making each step a struggle. Her teeth were chattering so hard her vision was shaking. But it wasn't like there was much to see anyway.

"hey, kid," she heard San's voice beside her. "you're shaking like a leaf. take this."

Frisk turned her head to see Sans shrug off his thick blue coat. He held it out to her, the thin white t-shirt he wore underneath whipping back and forth in the wind.

For a moment Frisk hesitated, her gaze glancing from the coat to Sans. "A-are y-y-you sh-sh-sure?" she asked. Her chattering teeth made it difficult to speak.

"yeah, i'm fine. me and pap, we're used to this. we get _snowdin_ all the time."

"SANS!" came a muffled cry from somewhere to their left.

"Th-thanks," Frisk said, and took the rough material in her hands. She slipped on the loose, surprisingly warm coat and felt her shivering decrease.

"so frisk," Sans continued, "why didn't you tell me earlier that you got to stay with toriel for a bit? i mean, how cool is that?"

Frisk rolled her eyes. _(Well, yeah, it was 'cool', except when I... had to leave her behind. I didn't tell you before because you kinda scared me with your whole 'you'd be dead where you stand' speech, and then you just disappeared.)_

"Well..." Frisk glanced over at the skeleton. His usual grin had turned into a grimace and he was rubbing his forehead with one hand. Frisk bit her lip. "Sans?"

He didn't answer.

She cleared her throat, speaking louder over the whistling wind. "Sans? Are-"

Sans' head jerked up. "yeah, yeah, kid. I'm fine."

"Are you sure? Do you want your coat back?"

"nah, i'm fine. really."

Frisk was about to protest, when a large gray shape slid into her sight.

"Welcome to the current living quarters of Twilight Sparkle," Rainbow Dash announced, sweeping out a hoof dramatically. "Also known as Creepy Warehouse No. 13."

She led the small group to a metal door with some sort of warning posted on the front, then shoved it open, the hinges screaming in protest. Frisk winced at the sound.

"C'mon you guys, this door's heavy," Rainbow groaned, leaning her weight against the door to keep it open.

Frisk ducked inside, warmth washing over her body. She handed Sans his coat back, then turned her attention to studying the inside of the warehouse. It reminded her of one of those "mad scientist" labs Frisk had seen in an old black and white movie that one of her guardians had always loved to watch.

The very air hummed with electricity. Glass jars of different shapes and sizes lay cluttered on every table, filled with all kinds of colorful substances. The walls were covered with bits of paper, notes and diagrams scribbled all over. The only space that wasn't covered were the four large windows, two on one wall and two on another, which were criss-crossed with metal bars. Whiteness flooded through the windows, leaving odd, square patches of light on the floor.

A small staircase led up to a sort of loft, where Frisk could see a light purple pony with wings and a horn levitating a piece of paper in the air. Beside her stood a tiny green and purple dragon.

"Hey Twi!" Rainbow hollered to the alicorn. "We've brought something back for you."

"Be down in a second," the alicorn replied. She set down the paper, and leaped over the small railing, gliding gracefully to the floor in front of Rainbow.

"What-oh..." the alicorn's voice suddenly trailed off as her eyes landed on the group.

Papyrus beamed at her. "GREETINGS!"

The alicorn didn't respond, simply turned her head to shout, "Uh, Spike? Spiiiike!"

"I'm coming, I'm coming!" the dragon, Spike, said as he thumped down the stairs.

"Spike..." the alicorn cleared her throat and turned to the dragon. "Do you see this? Or have I stayed up one too many nights?"

Spike looked up at them and frowned. "Both."

"Spike! That's not helping!"

"Look, Twilight," Rainbow broke in. "Me and Flutters found these guys in a cell in Sombra's castle. We decided to break 'em out and bring 'em to you, see if you could do anything."

"Me?" Twilight squeaked. "Why me?"

"Well, we thought... since you've been trying to figure out some strange things..." Fluttershy began.

"Wait a second." Twilight trotted up to Sans. "I've seen you before." Her gaze locked onto Frisk's and the child drew back a step, squinting. "You too. There... there was a talking flower with you."

The room exploded with noise, several voices clamouring over each other.

Rainbow said, "That creepy little demon that tried to kill me?"

At the same time Toriel broke in, muttering, "That cruel, wicked thing."

"MY NEW FRIEND!" Papyrus exclaimed, his eyes sparkling.

"Flowey?" Frisk asked.

"wait a second." Sans frowned. "how come i'm the only one who doesn't know anything about this... talking flower?"

Frisk swallowed. "Well, he was the first monster I met in the Underground."

"I found him tormenting this poor child down in the ruins. Naturally, I couldn't stand for that," Toriel said with a disapproving sniff.

"WHAT? BUT I THOUGHT HE WAS NICE! HE SAID I WAS THE MOST EXCELLENT PUZZLE-MAKER HE HAD EVER SEEN."

"That's just the thing." Frisk looked at the floor and scuffed her boot against the hard stone. "He acts like he's your friend at first. But he's not."

"Or he just acts like a total creep," Rainbow muttered.

"But then what was he doing with you two?" Twilight said.

"I don't know." Frisk searched her memory for instances with the flower, but the most recent times she could think of was the flower's empty promise, and the time with Rainbow. Nothing with Sans or Twilight. "I'm sorry, Twilight, I-I've never seen you before. What... when did you see me and Sans?"

"Um..." the alicorn smacked a hoof against her forehead, grimacing. "I haven't got the faintest idea. Everything's so messed up."

"Well, I'm curious to see how this turns out, but we'd better get going. Spitfire will be wondering where I am, and Fluttershy's probably got a bunch of patients to tend to. We'll be back tomorrow; tell us if you've figured anything out," Rainbow Dash said, and waved as she headed out the door.

"It was nice seeing you again, Twilight. Goodbye Frisk!" Fluttershy called.

Frisk lifted her hand in a wave. " 'Bye, and... thank you!"

"So, I suppose you guys have quite a few questions," Twilight finally said. "I probably can't answer them all. But at least I can give you my side of the story."

"Better get comfortable," Spike muttered, pulling out a cushion from nowhere and simply sinking down on it.

Toriel pulled up a metal folding chair, so different from the plush armchair back in her home. But at Toriel's smile, Frisk clambered up onto the goat woman's lap.

"Thanks..." Frisk's voice trailed off. The word "Mom" died away in her throat, and she swallowed, hard.

o

"so lemme get this straight," Sans said, leaning forward in his chair, "you meet this pony, starlight glimmer. you destroy her little 'equality' town. sometime later she comes back for revenge with a time travel spell. in an effort to destroy your friendship she disrupts the time-space continuum and leaves a ripple effect that creates a different reality. several, actually. you manage to convince her to stop, but then it all just goes white and you find yourself in the first alternate timeline."

"That's pretty much it," Twilight replied. "Except, things are different this time around. Little things. Like I don't remember Applejack mentioning any 'mind control helmets'. And look at this." Twilight's horn lit up with a magenta glow, and a small pocket watch lifted off the table. The hands were gone and the glass was cracked. "All the clocks here are broken. But the worst thing is, I've lost both the castle's map and the time travel spell. Without them, I can't go anywhere. We're just... stuck."

"DO NOT WORRY, SMALL PONY. I, THE GREAT PAPYRUS, WILL SURELY COME UP WITH A WAY TO SET THINGS RIGHT."

"Just when I thought we couldn't get any worse than Trixie," Spike muttered.

"But I'm just not sure if there is a way out," Twilight said around the feather she had started chewing again.

"Is there any way we can help you?" Frisk asked.

"I don't know. I've been stuck in this timeline for a almost a week now. I've grabbed every bit of information I could get my hooves on, ran quite a few tests, but... nothing."

"maybe you just need a fresh pair of eyes. i'd like to come and see some of the stuff you've been workin' on, if you don't mind. i doubt i'll be able to do much but it looks like some of those clocks really _need a hand_."

"Well..." Twilight hesitated, her eyes flicking back to the balcony. "Alright... Sans, was it? I guess it couldn't hurt. Follow me."

As they headed off, Frisk wandered over to one of the tables, peering at the broken pocket watch. It wasn't long before she felt Papyrus' breath tickle her ear.

"WHEN HE ISN'T SLACKING OFF, SANS ALWAYS ENJOYS DOING... WEIRD SCIENCE-Y STUFF," Papyrus said. "HE KEEPS TRYING TO TALK TO ME ABOUT TIME TRAVEL." He narrowed his eyes. "ABSURD. TIME TRAVEL MOST DEFINITELY DOES NOT EXIST IN THE UNDERGROUND. IF IT DID, I WOULD CERTAINLY KNOW ABOUT IT. NYEH HEH HEH."

Frisk's smile dropped at the first mention of "time travel". She backed up from the table, a gnawing sensation forming in her stomach. Did Sans know? Did he remember what she did?

At that moment, Frisk felt her soul quiver. It was that same quiver she always felt right before a fight would begin. Frisk glanced around, her hand closing around the end of her sweater. The only monsters in the warehouse were her friends. They had no reason to fight her. So then why-

The world errupted into red, slamming her into the ground, the weight of the blow nearly crushing her. A explosion shattered through her ears and down her spine, leaving her breathless. The air burned her throat, and her heart pounded in her ears. Frisk squeezed open eyes she didn't even know she had closed, but all she could see was a red haze.

Papyrus jumped into her vision. His jaw opened and closed, but no words came out. A high-pitched ringing began to fill Frisk's ears and she blinked, trying to understand.

"HUMAN!" Papyrus' muffled voice finally broke through the ringing. "GET UP, WE HAVE TO GET YOU OUT OF HERE!" He reached out and grabbed Frisk's hand, pulling her up.

"W-what? What's going on?"

Papyrus pointed. Frisk followed his hand and saw scores of ponies, all with glowing green helmets, pouring in through a large hole that had been blasted though the wall.

"Oh no."

"Get out of here, you guys!" Twilight yelled, scrambling up from among the rubble. "Spike, get them out of here! I'll try and hold them off."

"I think I can help you with that," Toriel said, with a grimace, a fireball materalizing in the palm of her hand.

Frisk felt her breath coming in gasps as her gaze frantically darted around. Run? Where could they run to? And... where was Sans? Frisk covered her mouth as her eyes landed on the balcony. It was nearly buried in rubble.

"Papyrus... look."

Papyrus' eyes grew huge. "BROTHER!" he yelled, and took off running.

Frisk followed, diving underneath one of the pony's slicing hooves. Broken bottles lay littered across the floor, the fluids mixing into a sort of brown. Frisk's boot skidded on a piece of broken glass and she nearly slammed straight into one of the ponies before he was knocked aside by a blast from Twilight's horn.

 _(Please let that have only wounded him.)_

Frisk dodged another blast of magic, nearly falling flat on her face. The air around her was filled with screams, grunts, whinnies, shrieks. Flecks of blood mixed with the potions; a stench rose up to choked the air.

 _(This is what a battlefield must look like. This is what their world has come to. I have to help them. I have to help them make things right again.)_

Frisk was shoved against a wall as a pony charged past her, towards Toriel. Her bag thumped against her side, her eyes were wide. She spotted a gap and darted forward, her eyes searching for Papyrus' flashing red scarf.

There had to be someway to pacify them... but this was different from the times in the Underground where she would pacify one or two monsters at a time. This was a battlefield.

"Please," Frisk whispered as another pony galloped towards Twilight, the eye openings of his helmet glowing green. "Please, stop!"

 _Oh, I'm afraid that isn't going to work._

A low, hissing voice reached her ears, sounding like steam escaping from a vent. Frisk looked up and inhaled so sharply it almost sounded like a scream. Standing in front of her was a large black horse. His pupils glowed red and the whites of his eyes were not white at all, but rather green, with purple spilling out of the corners. His red curved horn crackled with magic.

 _Here we are. The little traveler I've heard so much about._

Frisk ducked to the left. She opened her mouth the call for help, but she suddenly found herself flung into the air. She was held midair by magic, much like Twilight's watch.

 _Oh no, no, no. I'm afraid the others are too busy to come help right now. Come along, little one, don't be shy. Tell me, what is the secret to this travelling between worlds?_

"How did you find us?" Frisk said, twisting her body, struggling against his invisible bonds.

 _You seem like a clever child. I'm sure you'll figure it out._

Frisk thought for a moment, her nails digging into the leather strap of her bag. "You saw us in the tunnel. We stayed down there too long." Because she had wanted to stay and find Fluttershy.

The shadow pony let out a small laugh. _See? You didn't even need my help. Now tell me. What is the secret to your power?_

Frisk squeezed her eyes shut, feeling her soul quiver deep within her. "I... don't know," she whispered.

Sombra lifted his lip in a snarl, showing teeth that were much too sharp to belong to a pony. He opened his mouth but was cut off as a blast of white fire hit him in the side.

Frisk dropped to the ground on her hands and knees, gasping for breath. She glanced up just in time to see a boulder flying directly towards her. She didn't even have time to gasp.

" _FRISK!_ "

It was the last thing she heard before everything went blank.

* * *

 _A/N: Reviews are food to an author. Don't let me starve!_


	2. Chapter 2

_A/N: Thank you to everyone who reviewed, faved and followed. So... in celebration... free imaginary cookies for everyone! (::)_

 _Sorry for the wait, about halfway through, I kinda took a break from this to write up a Psych fic._

 _I hope you enjoy the second installment. :)_

* * *

Sans couldn't breathe. For a second, there was nothing, nothing to inhale. Then air rushed into his body; he was gulping it down like the sweetest ketchup he had ever tasted. Several agonizing swallows of air later, his breathing returned to normal.

"ow," he muttered, raising a hand to rub his forehead. "...that hurt."

Eyesockets still closed, the skeleton slowly pushed himself into a sitting position, fighting against the nausea twisting inside of him. He raised his fist to his mouth and coughed, then choked.

Sans keeled over, spitting out a mouthful of ketchup. It burned against his throat like acid. He pressed his forehead to the ground; his fist closed over something that almost felt like hair. Grass.

 _(stop it, stop it, stop it.)_

"S-s-sans, h-hey, are y-you okay? Y-you d-d-don't look so g-good."

A hand lightly touched his shoulder before it was jerked away.

Alphys. Of course it would be Alphys.

"uh... hey, alphys," Sans muttered. He cracked an eyesocket open, then blinked as he began to make out the scientist's yellow, dinosaur-like face, hovering just inches away from his. "i'm... fine. just a bit _rattled_."

Alphys' gaze jerked from him to their surroundings. "Wh-where are we?" she asked, though the question seemed directed at the air rather than him. "Wha-what is th-this p-p-place?"

" _tibia_ honest, i'm not exactly sure," said Sans with a groan, rubbing his thumb across his skull. "some sort of land filled with magic and small horses, throw in the odd shadow pony and dragon, some mind control helmets, war, snow and... wait..." Sans' voice trailed off as he rose to his feet, the scene around him coming into focus.

Whatever this place was, it wasn't Twilight's base or the freezing snowstorm ponies called the Crystal Empire. The stone walls that had surrounded him only minutes before had been replaced by strange drooping trees, their branches weighted down by tangled vines. A sickly sweet scent hung in the air, almost sending him back to his knees. Long grass brushed against his shinbones.

 _(did frisk somehow reset again?)_

Sans turned back to Alphys, who simply took a step back, squinting her eyes at him in a what-are-you-talking-about? sort of gesture. Suddenly her eyes grew wide and her mouth dropped open. "U-u-uh, u-um, S-s-s-sans..."

"what?"

Alphys simply pointed a shaking finger at something behind him. Sans turned.

"oh. great."

Galloping towards them was a small herd of colorful ponies, all carrying spears pointed directly towards Sans' and Alphys' souls.

"Stop in the name of glamour, darlings!"

A tall, humanoid robot burst out of the trees on a pair of sexy legs adorned with high pink boots. He flashed an award-winning smile at the pair, flipped his metallic hair with impeccable style, and spun around to face the four ponies, who squealed and skidded to a stop, some nearly running each other over.

Sans gave a quiet groan. He would know those legs anywhere. Mettaton. Or, to be specific, Mettaton EX. The human-killing, show-stopping, heartthrob robot celebrity.

"now, where'd he come from?" Sans said to Alphys.

"Um... I-I d-d-don't know..." Alphys whispered back.

A low murmur ran through the group of ponies. One pony, bright pink except for the green paint smeared onto her face, stepped up to the grinning Mettaton, the shaking Alphys, and the bemused Sans.

"What are you doing here? Who are you? Have the Changelings gotten really creative or what?" she demanded, thrusting her spear into his face.

"Ooh, I always love getting to meet new fans," Mettaton gushed, pushing the spear aside with a sweep of his hand. He held out a hand and the pink pony shook it solemnly before stepping back again. "I am Mettaton, and this is Sans the skeleton and..."

"Eep." Alphys just let out a small squeak.

"Oh yes, this is Alphys, darlings. Or just Alphy. She loves being called that."

Alphys' face erupted into a blush. "Meh-Mettaton!" she hissed.

"Yes, Alphy?" the killer robot asked, his face the picture of innocence.

"D-d-don't c-c-call m-me th-"

Before she could get the sentence out, a loud battle cry shook the forest, shattering what little peace it had left.

"Get away from me you nasty little pastel ponies! If I had my spear right now, I'd knock you all into the next month!"

"Hah! I'd like to see you try!" It was a raspy, oddly familiar-sounding voice.

"Yo! You tell 'em Undyne!"

"Monster kid? What are you doing- _hey_! Stop trying to poke me with that spear, little marshmallow horse!"

A sharp squeal split the air.

"Marshmallow horse!? WHY-I _NEVER_ -"

Sans stepped back as Undyne bolted out of the trees. The warrior leaped over a large bush and landed catlike on the ground, her long, flame-colored ponytail swinging from side to side. She had no armour and was dressed only in her black tank top and pants with red boots. The fish monster was breathing hard, but she stood up in a flash, broke off a tree branch, and tripped a white unicorn pony, then jumped into the air to tackle a blue pegasus.

Rainbow Dash. A different Rainbow Dash.

The Rainbow Dash who had rescued him and his friends no longer existed, he realized. The Second Lieutenant Rainbow Dash would never get to hear what they had talked over with Twilight, never lead another battle through the freezing snow. She had been wiped from the timeline.

"Go Undyne!"

Sans jerked out of his thoughts as Monster Kid scrambled out of the brush, his eyes shining.

"Well, I must say..." The white unicorn with a disheveled purple mane stood up, shaking the dust from her coat. "You are a very rude and undignified... uh... fish woman, calling a lady like myself a 'little marshmallow horse.' "

"Yo! Don't call Undyne un... undi... undig- _rude_! She's amazing!"

The pony simply gave an injured "huff" and turned on her heel. When she spotted Sans and the others she gave a very undignified squeal, leaping into the air. "What-there-there are more of you?"

"Why hello, beautiful!" Mettaton said, his face a smirk.

A blush spread over the pony's cheeks. "I... um... Time Turner? Who... what are these?"

"Not really sure," Time Turner muttered, stepping in a circle around Sans and prodding him lightly with the spear. Sans said nothing but he didn't take his eyes off the pony. He could feel magic begin to stir inside of him. "Creatures from another world perhaps?"

"Really, Time Turner?" a mint green unicorn said. "There's no such thing as 'other worlds' and you know it. Obviously, these guys are Changelings. I say zap 'em now and get it over with."

 _(good luck with that.)_ Sans' hand slowly clenched into a fist, his magic building.

He glanced over and saw Undyne had been pinned to the ground with Rainbow standing on her arms. The fish warrior's face was murderous. A little ways away stood Monster Kid, obviously not wanting to leave his heroine's side, but too scared of the ponies to come any closer.

"But what if they're not, Lyra?" a gray pegasus with misaligned eyes piped up. "They haven't done anything to us! Well, I mean-" one of her eyes rolled towards Undyne. "B-but, y'know! We should take them to Zecora! I mean, she's got that stuff that can 'reveal the truth inside' or whatever. Please, Time Turner."

The unicorn, Lyra, let out a snort. "Yes. Totally. Hey Time Turner, let's go and lead them to our super secret hideout so they can go tell all the other Changelings where we are."

Rainbow said, "Watch your mouth. That's our leader you're talking to."

The leader closed his eyes and let out a sigh. "We take them to Zecora."

He glanced at the unicorn mare, Lyra, and then jerked his head towards Undyne. With a nod and a glare, Lyra trotted over to the fish monster.

"Hold out your wrists," Lyra said.

"What are you going to do?" Undyne snapped back.

"Nothing, if you cooperate."

"And if I don't?"

Sans' hand clenched tighter.

"U-undyne..." Alphys stepped forward, twisting her hands together. "P-please."

Undyne let out a small growl and heaved herself up. She held out her hands and the unicorn tapped them with her horn. A band of light twisted around Undyne's wrists in a figure eight, kinda like some sort of magic handcuffs.

"Try anything funny and next time I won't be so kind," she hissed.

 _(neither will i,)_ Sans thought, pushing the magic back down... for now. _(gal, frisk, i know you want to help these ponies and all, but... i don't think they really want our help.)_

o

Nearly everything in this forest was tinted with green, from the blue green water of the swollen river to the brown-green bark of the trees with blueish green vines hanging thick from the branches. Everything except for a rusty brown mailbox, stuffed with junk mail.

The unseen wind rustled gently among the trees as the monsters and ponies journeyed deeper into the jungle. Tiny winged creatures with purple, gold and scarlet wings fluttered among the bushes.

Each of the ponies had been assigned a monster to walk next to. The gray pegasus had taken Monster Kid, the pink pony took Mettaton, Lyra and Rainbow Dash kept an eye on Undyne with Alphys trailing alongside, and Time Turner took the lead. Sans and the other unicorn took up the tail end.

"Ugh, just look at my poor mane," the unicorn moaned, shaking out her tangled purple mane. "I'm just not suited to life in the Everfree Forest."

Too bad Frisk wasn't here. She'd probably have a hayday brushing out Rarity's mane, braiding it or... whatever girls did with their hair. If they had any.

"things not so good in the _neigh-_ borhood?"

The unicorn covered her mouth as a giggle escaped, the sound nearly swallowed by the babble of the rushing water. "A creature of living bones who likes to tell jokes. My, that's not something you see every day. Oh, I don't think I've introduced myself properly: I am Rarity Belle, but you may call me Rarity."

"nice to meet you, rarity," Sans said, giving her a nod. "the name's sans. some monsters say i've got a bit of funny bone."

"...Monsters?" The unicorn stepped daintily onto the first stone in the river. "That's an odd way of referring to your companions."

"not really. it's what we are, anyway," Sans said, placing his slippers carefully on the wet rocks.

"I... well..." Rarity winced. "Well, some ponies would say that Changelings are not exactly monsters, they just-"

The pony's hooves shot off of the slippery rock. Before she could even gasp, Sans shot out his bound hands and caught her with his magic. With scrambling hooves the pony managed to regain her footing and leaped onto the bank, breathing hard. Sans followed a second later.

"Th... thank you... Sans." Rarity panted. "I think you may have just saved my life."

"eh, it was no problem," Sans said, though his soul was quivering from the effort. "you ponies should maybe just lay off the extra clover, 'kay?"

"Sir, are you implying that I am... overweight?" The unicorn gave an sniff. "Hmph, take a look at your _big-boned_ self."

"heh, good one," Sans said with a chuckle, but felt his grin drop a second later as he said, "but all jokes aside, do you really think me and my friends are some sort of skin-changers?"

Rarity turned her head, her gaze studying him. Then she shook her head. "No. Whatever you and your friends may be, you are not our enemies the Changelings. Although Lyra may disagree..."

"what's up with her anyway? she's acting like she's got a serious bone to pick with the world."

Rarity glanced up ahead to where said unicorn and Undyne were bickering, with Alphys and the gray pegasus trying their best to get both to calm down. "Lyra's best friend was killed by Changelings a few weeks ago," she said in a low voice. "They were very close, almost always laughing and joking together. I haven't seen Lyra smile, much less laugh, since the incident."

"i guess i can't really blame her," Sans said. "i mean, i don't what i'd do if anything happened to my brother, papyrus."

Almost as soon as the words had left his mouth, a small white dog burst out of the bushes, yipping his head off. Sans stopped in his tracks as the dog ran in front of him, his tail whipping Sans' legs.

 _(...toby? you're a long ways from home.)_

Before Sans could call out, the dog disappeared back into the bushes, his wagging tail scattering leaves everywhere.

"Sans?"

The skeleton shook himself and saw Rarity staring at him, one eyebrow raised. "uh, sorry, where were we again?"

"You were talking to me about your brother."

"oh, yeah, sorry, just... got distracted for a moment." Sans coughed into his hand. "uh, so, what's up with these changelings anyway?"

Sans turned his head as a flicker of light caught his eye. Nestled among the bushes was a conveniently shaped lamp, its light casting a golden glow onto the leaves.

"how did all this"-he gestured at the green paint covering much of Rarity's coat-"start?"

"To tell you the truth, I don't know all the details," Rarity said. "All I know about how it started is that Queen Chrysalis and her army of Changelings somehow took over our... former capitol Canterlot during some poor ponies' wedding. After they captured our rulers, they quickly began spreading out across all of Equestria. It was only a matter of time before they reached Ponyville. It feels like an age ago that they first attacked. By now, civilization has all but been demolished, and we are forced to live out in this h-horrid forest," Rarity's words began coming faster and faster.

"I just wish I could go back to my shop and turn the sign to 'Open' and have the little bell ring as a customer comes in looking for something to buy and be able to say 'Good morning and welcome to the Carousel Boutique,' and just have a normal day, and have things the way they were before... all... this..." the last word came out as a sob.

Sans buried his hands in his pockets. "rarity," he said, "you and me, we're not that different when you think about it. we've both been driven from our true homes and we'd both give anything to go back."

 _(except one of us is still fighting, while the other's given up,)_ Sans thought, and sniffed as the faintest whiff of spaghetti reached his nose.

"I suppose you're right," Rarity said. "But what do you-"

"hold on a second." Sans eyes flicked to the left as a tiny flash of gold caught in the corner of his eyesight. "you mind if i, uh, take a break in those bushes for a sec?"

Rarity looked at him, her eyebrow raised at the sudden change in topic, but she simply nodded. "Certainly."

"thanks."

Without another word, the skeleton ducked into the bushes. Sure enough, there was the weed, waiting for him.

Sans dug his hands into his pockets, shaking his head. "well, here he is. the infamous talking flower. have to say, i'm a bit disappointed."

The flower sneered. "And this is the smiling trashbag everyone keeps talking so much about. Honestly Sans, after all Papyrus told me about you, I was expecting a bit... more."

"why did twilight say she saw you with me and frisk? what were you doing?" The question slipped out before he could stop it.

Flowey's grin oozed. "Who's to say she did? C'mon, Trashy, I thought you remembered everything. So why not that?"

Sans ignored the itch that reawakened in his bones at the flower's question, decideding to spit out a question of his own. "why are you here?"

"Same reason as you, Sansy-boy," Flowey said with a wink. "Someone's been messing with time."

o

"But of course you got to get stuck with the nice one, the one who actually liked you," Undyne said, her fingers clenching into a fist.

Sans spread his hands. "what can i say? i'm a likable guy."

"Heh. You'd be more likeable if you didn't take so many breaks. Papyrus may be naive, but at least he's hardworking."

"i work plenty hard... at being lazy. it's a full time job."

"That's not going to work on me, Sans."

The ponies had relaxed somewhat, and spread out more, keeping less of an eye on the monsters and more of an eye on the forest around them. Rarity had left Sans' side and was now talking with Lyra.

Undyne let out a heavy sigh. "To be honest, if it weren't for Alphys and... Monster Kid, I'd have shoved quite a few faces into the dirt by now."

"aw, so you do care about the little guy."

"There's nothing wrong with not wanting to see a kid get hurt," Undyne snapped.

Just then Rarity came hurrying back. "Oh Sans-" Rarity stopped as soon as her eyes landed on Undyne. The two stared at each other for a moment, each seeming to draw themselves up a bit.

"I-well, it seems we finally made it back," Rarity continued, her eyes still fixed on Undyne. She let out a quiet groan and turned back to Sans. "I can't wait to get back to my house and relax for a bit."

Sans nodded. The thought of sinking into a soft couch or even softer bed made his bones ache. Maybe this place even had some food-no, scratch that, Sans thought, his grin slipping as he held a hand below his ribs.

o

Frisk let out a sigh and watched as her breath blew small ripples across the surface of the tea, almost like waves in the ocean. The steam rose in whispering tendrils, up towards the mud and straw ceiling. A zebra with gold hoops on her ears and green mud painted on her fur hummed softly as she stirred a bubbling pot.

Did Sans really think she was the reason they were all stuck here? No, there was no way she was responsible for this.

But what if she had caused this?

The little girl let her eyes drift around the small hut, then glanced quickly away from the intimidating gaze of the masks that hung on the walls.

The sound of voices, all shouting over one another, suddenly broke though the quiet. Frisk jumped, then wrinkled her nose. One of them almost sounded like... Undyne.

The zebra, Zecora, left her cauldron and opened the door with a small creak. Frisk caught a glimpse of the sky outside, painted with the dying colors of purple and blue.

"Wait here, young child," Zecora said, then slipped out into the twilight.

Frisk took another sip of tea, her eyes fixed on the door. After a eternity's wait, the door swung open, and Monster Kid burst through.

"Yo! Frisk!" Monster Kid sprinted up and Frisk's face split into a grin, her soul erupting with warmth. She jumped off the bench and wrapped her arms around him in a quick hug, then turned to face the others.

Sans! He was okay, he hadn't been hurt in that other world after all. Wait, did he even remember the other world? Were Toriel and Papyrus here too? Why was Monster Kid here?

The little girl craned her neck to see who else had come in. Undyne, Alphys, Mettaton. Oh.

Frisk's soul plummeted like a stone into water. With more than a little effort she forced the grin back onto her face and lifted her hand in a small wave. "Hey."

Undyne peered at her cup. "Watcha drinking, punk? Is that tea?"

"Um, yeah." Frisk swallowed past the thickness rising in her throat and held out the small cup.

"My own special brew, yes, that is true," Zecora said with a smile. "Maybe someday I can show it to you. But for now, there is a question we must address. Now that you have come together in my home, how will you return to your own?"

"like i've been saying a lot lately: i don't know," Sans said. His voice dragged. "back in the underground i did some studies on some time-space anomalies, but this... this is way beyond anything i've ever seen. twilight said there's been some, uh, time problems here, so that's gotta have something to do with why we're here." He let out a sigh. "zecora, is it okay if we crash here for the night and pick this up in the morning? i don't know about the others, but i'm feeling bone-tired."

Zecora's eyebrows raised at the mention of "time problems" but she simply said, "Yes, the other ponies may not welcome you, so I am afraid with my small house you will have to make do. When morning comes I will try a test, but for now you all should rest. Undyne, come with me, I can show you how I make my tea."

"Wait, t-t-time an-anomalies?" Alphys echoed Frisk's thoughts. "Y-you never told me you di-discovered t-time anomalies."

"you never asked."

"Hey guys," Frisk spoke up, and pointed to a small pile of blankets. "Um, Zecora's got some blankets, if you want any."

Alphys mouth twisted into a smile. "Th-thanks F-Frisk."

Frisk just shrugged and grabbed a blanket, pulling the rough material over her shoulders. The room was growing darker by the moment, so Frisk reached up and switched on the lamp, just like Zecora had shown her, the room flooding with warm light.

She glanced around the room and spotted Monster Kid, curled up in a blanket. With a small sigh, Frisk sank down on the wooden floor next to him.

"Yo, Frisk," Monster Kid murmured, then yawned. "You.. shoulda seen Undyne. She was... just about to knock all those ponies into the next month, if you know what I mean."

Frisk squinted. "I don't know what you mean."

"Well..." Monster Kid pulled a face, "neither do I. She sounded awfully mad, though. Hey Frisk, how'd you get here?"

"I don't know."

"No, I mean, we walked with the ponies back here. How'd ya get to Zecora's?" Monster Kid said.

"Well, I woke up in the middle of the forest. I thought I could hear someone talking, so I followed the voices and came to the village. I thought all those ponies were going to attack me, but Zecora stopped them. She let me come inside and even shared some of her tea with me."

"Zecora's pretty cool. Not really 'cool' in a 'I'll knock you all into the next month' like Undyne, but still cool. Y'know?"

Frisk gave him a slow nod, wrinkling her nose.

Monster Kid gave another yawn and curled up tighter, twisting his blanket around himself. He reminded Frisk of a cat before a hearth. "Yo..." he said, his voice growing soft. "My parents are probably freaking out right now. But... I'm sure Zecora will find a way to get us back there." He closed his eyes, his breathing growing deeper.

(I hope so,) Frisk said silently, raising her hand to rub his shoulder. (But even if she does, it's not fair to them, the ponies. They'll still be stuck in this awful timeline, while we go back. Well, the monsters, anyway. Maybe... I should stay behind and...)

"hey kid." Sans dropped down next to her and the sleeping Monster Kid. "how're you doing?"

"Okay." Frisk hugged her knees closer to her chest.

"have you seen twilight at all?"

Frisk shook her head.

"i mean, is she even on this timeline?"

She raised her shoulder in a half-shrug.

"alright, alright. so ya don't really feel like talking, eh? can't say i blame you." Sans rose to his feet with a groan. "i'm gonna see if zecora and undyne are done making that tea. you want any?"

"I'm good," Frisk whispered, barely able to hear her own voice.

Her stomach twisted as she glanced up to see Alphys and Mettaton talking together, the robot flinging out his hands dramatically. His gaze suddenly connected with Frisk's, and the child ducked her head. The first thing her eyes landed on was her bag.

More out of habit than anything else, Frisk reached a hand into the bag. Her fingers connected with something leathery, and her eyes widened. She pulled out the heavy book, biting her lip. How long had it been? She had used to read it so much, but then-

With shaking fingers, Frisk opened to one of the many bookmarks she had stuffed between the pages. She stared at the small group of verses, staring but not seeing. Her mind was elsewhere, reliving memories she never, ever wanted to relive.

"Blessed are the poor in spirit, for theirs is the kingdom of heaven."

 _Frisk watched the SnowCap strut off. Her shoulders slumped. Her lip trembled._

 _(I want to help you get out of here, but you don't even care.)_

"Blessed are those who mourn, for they shall be comforted."

 _"Malfunction? Reprogramming?" Mettaton said, with as much sneer as a robot could have. "Get real. Alphys has been playing you for a fool this entire time."_

 _Frisk looked down, blinking hard. She wouldn't let him see her cry. She wouldn't._

 _(I was right. I was right all along. No one really cares about helping me.)_

"Blessed are the meek, for they shall inherit the earth."

 _"But what's a good show without a plot twist? Get ready for REAL DRAMA! REAL ACTION! REAL BLOODSHED!" He swept his eyes across the cheering crowd. "I will be taking this human's soul and crossing the barrier myself!"_

 _(She lied to me. She wanted to become a heroine, but she's just going to get me killed. She's just like the rest.)_

"Blessed are those who hunger and thirst for righteousness, for they shall be satisfied."

 _(I've spared every monster that's tried to kill me. But they don't want my help or my mercy. They just want my soul.)_

 _"Get ready, darling!" the robot announced._

"Blessed are the merciful, for they shall receive mercy."

 _(There's only one way to stop this.)_

 _Frisk's hand slowly curved around her weapon..._

 _And she struck._

 _Again._

 _And again._

 _And again._

 _At last Alphys broke through, shouting in triumph. Then she stopped, all her energy and excitement seeming to drain out of her body as her gaze landed on the smashed and battered form of Mettaton. It was damaged beyond repair._

 _Frisk turned away, shuddering. Her clothes, her hands were covered in dust. Monster dust._

 _Realization crashed over her like a wave. Mettaton hadn't just been a robot. He'd been a monster. He had been alive. And she'd killed him._

 _At last Alphys spoke, telling Frisk it was okay, that she would be able to fix Mettaton. But her eyes told a different story._

 _(What have I done?)_

 _Frisk took a step back, the knife in her grasp clattering to the floor. Her hands were trembling, and she could not take her eyes off the dust that surrounded Mettaton's metal body. She took another step back, then turned and ran._

"...from dust you have come, and to dust you shall return."

o

Frisk dropped her head down between her knees. She clamped her lips shut, but a small sniffle escaped anyway _. (Never again. Never ever ever. I'm so sorry, Alphys. I'm so sorry, Mettaton.)_

"Beautiful, why are you crying?"

Frisk felt a metal arm wrap around her shoulders. Oh no. Not him. Anyone but him.

"No... reason..."

"No reason? Oh please. Now, what is it, dearest?" Mettaton's voice was soft as robot's could be.

She couldn't look at him. Tears blurred her vision as she stared at the floor. A lump rose in her throat, choking her.

"I... I'm s-sorry... Meh-heh-"

She couldn't do it. She couldn't even finish the stupid sentence.

"Is it about us having to leave?" Mettaton asked. "Tragic, I know. All these ponies with their exquisite green face paint... I should really try it sometime."

Frisk let out a long, hitching breath. "A-alphys would never get over it," she said, her gaze flicking towards the robot's face, just for a second.

At these words, Mettaton's smile dropped. He looked more serious than Frisk had ever seen him. "Frisk."

It was the first time he had ever used her name.

"I need to tell you something. About what Alphys did, putting you in 'danger' so she could rescue you, please don't be too hard on her. She's... gone through some tough stuff."

"The experiments with the determination, right?" Frisk asked, rubbing her sleeve across her eyes. Exhaustion washed over her.

Mettaton turned his head to stare at her. "How… how do you know about that?"

Frisk raised and lowered her shoulder.

"Well... anyway, Alphys said I should tell you," Mettaton let out a short sigh, his gaze fixed firmly ahead. "That-I'm-sorry I tried-to take your-soul. And she's very sorry about what she did. Honestly, I think she's positively mortified about the whole thing."

Frisk's lips lifted in a tiny smile. _(And... I'm sorry I didn't show you mercy,)_ she told him. _(You deserved it just as much as all the other monsters I fought. And...)_ Her eyes fell back to the floor. _(So did Asgore. Oh, why, why couldn't you let me spare you sooner? Then Flowey wouldn't been able to...)_

" 'S okay... Happstablook," Frisk finally muttered, lowering her weary self to the floor, pushing her blanket into a sort of pillow-lump.

Mettaton's face twisted. "...Happstablook?!" he exclaimed. "That's... wait a second..." He pursed his lips. "Happstablook. I like that name..."

o

 _(so it was mettaton that was killed,)_ Sans thought taking another sip of tea. At another time he might have preferred ketchup, but he didn't think he'd be able to keep that down.

 _(gal, kid. why? why'd ya have to kill him?)_ He shook his head, a sigh escaping from his mouth. _(yeah, you reset and all but... i've got a feeling that's what dragged us all into this place. guess you were just trying to make stuff right, give it another shot.)_

Sans felt his eyesockets begin to drift closed, his body exhausted after the long walk. Too bad he hadn't been able to just teleport. Still, that would have probably just freaked the ponies out even more.

He glanced over at Frisk, who lay sprawled beside the ghost-turned-celebrity, one arm over her face. _(and without your reset, i might've missed the chance... to actually do something for once. to help out these ponies, just like you wanted.)_

He took another sip of tea, then frowned as the world outside suddenly dissolved into a blank white surface.

* * *

 _A/N: Dah dah daaaaah!_

 _I don't know how long it's going to be until the next chapter, since the next part was one of the hardest to write, and is going to need a lot of revision. But I will try my best to get it out ASAP._

 _As always, I'd love to hear your throughts on this chapter. :3 Thanks!_


	3. Chapter 3

_Plink_.

Something wet hit Frisk's face.

 _Plink, plink, plink._

Three more drops hit her cheek, seeming to say, _Wake up! Get up! Look around, Frisk!_

 _(Don't wanna.)_

Frisk shivered, and rolled onto her side, bringing her knees to her chest. Her eyelids felt heavy, and the ground was soft, so soft. The dripping water made a warm, trickling sound as it sank into the ground.

Wait a second. They were in Zecora's house. Was it raining inside her house? Had the roof fallen off?

Or... had the world been reset again?

Frisk's eyes blinked open, then she shut them again, remembering how the light had momentarily blinded her last time. So, very carefully, she cracked open an eyelid.

It was dark, but yet not very dark, for a full moon glared in the dark blue sky just above the trees. Drops of water slid of the branches of a pine, one hitting her in the nose and causing her to sneeze. Long shadows slashed the ground, branches and leaves shivered in an unseen wind.

Frisk shivered too.

 _(Don't be stupid. You're fine,)_ she told herself, but her fingers tightened on the spine of her small book.

The small girl cast her gaze all around the forest, but saw no one, no sign of life. She called out a soft "Hello?" then immediately cringed, expecting some beast to come charging out of the brush.

But no one came.

She was completely alone in the silence.

Then came his voice, screeching through the darkness, a broken instrument.

"Hello, Chara. You've done quite well, haven't you?"

Frisk turned her head to see Flowey, his smile serene.

"Why do you keep calling me that?"

She didn't expect an answer, and he didn't give her one. Instead he said, "I guess keeping them all trapped in the Underground wasn't enough. At least there they only had themselves to worry about. Well, at least until _you_ came. You just couldn't resist, could you?"

"What...?"

"You were curious. You wanted to feel the power that came from killing a monster."

A shock of cold rushed through her body, and she shook her head so hard her hair whipped into her face. "No! No that's not true!"

"Are you really going to tell me that you didn't want to give them a taste of their own medicine? To see how they liked being attacked? You were the one who was doing nothing wrong, yet they were the ones who got mercy."

Frisk took a step back. Her stomach churned. "I still shouldn't have done it. A-and, they don't attack me anymore. They're my friends."

"Oh are they now? You would sacrifice everything for them, and yet what have they done for you?"

"Sans-"

"Oh yes, he did such a great job of keeping you alive, never mind the countless times you were on the brink of death."

Frisk opened her mouth to argue, but nothing came out. Instead she shivered, remembering those times where the pain was overwhelming, where she had stared death full in the face. Just because she was trying to help.

"I wonder what they would do if they knew you had killed one of them? That _your_ reset dragged them all here?" Flowey asked, raising a tendril of green to his chin. "All your hard work... gone. Face it, Chara. They'll never accept you."

" _Stop it!_ "

"Never ever," Flowey sang. "Never ever ever."

Frisk whipped around and did what she had done so many times before. She fled.

The wind screamed in her ears, the night whipped right through her. Her chest was hitching with sobs that could not be stopped, her eyes were overflowing with tears. Trees reached out with their branches to whip her arms, roots rose out of the ground, trying to grab her ankles.

At last, one succeeded.

Frisk spat out a mouthful of dirt, her entire body trembling. She hated when he did that. She hated herself for killing Mettaton, for resetting, for ever coming to the Underground. For thinking she could help set them free.

Suddenly a hand grabbed her collar, dragging her upright.

"stay down like that long enough, the trees will think you're one of them."

Frisk quickly scrubbed away her tears with a dirty sleeve and looked up to see Sans, the white orbs of his eyes glowing softly in the darkness.

"you okay?"

"I killed him!" Frisk burst out, the forest around her blurring. "And-you can hate me-or-do what you want, you just have to b-believe me: I'm sorry. I'm so sorry, I-just-"

"you're talking about mettaton... right?"

Frisk nodded.

He sighed, his gaze turning towards the forest "that's why you reset."

Again, she nodded. "Th-that's why I reset. I h-had to do some-something! It's my fault. It's all my fault we're trapped here, and-and I don't know how we're going to get back. I ju-just wanted you guys to get to see the surface again. But all I did was... m-mess stuff up."

"kid-i mean... frisk... you didn't just mess things up. believe it or not you _have_ helped us. you helped pap make his first friend. you got alphys to come clean. you even got undyne to reconsider her hardcore belief that all humans are... not nice. you brought us together, like we haven't been brought together since the war."

"But Mettaton-"

Sans let out a heavy sigh. "kid, i won't lie, you did mess up pretty bad. you'll probably never forget what you did and to be honest, i won't either. but you're trying to make up for it and you're never gonna do it again right?"

"Never ever, _ever_."

"and you know what? everyone screws up. even me, believe it or not," Sans said with a wink. "if that weren't true, there'd be no such thing as mercy, right?"

"I guess."

"now it's your turn to believe me. we're on your side, frisk. tori, pap, undyne, alphys... heck, even mettaton. we're all rooting for you. we all _want_ to help you. the thing is, are you willing to let us help?"

Frisk felt her eyes once more fill with tears, but at the same time her soul flooded with all the warmth of Hotlands. She reached out her arms and grabbed the skeleton in a hug, pressing her face into his soft blue coat. A second later she felt one of his arms wrap around her, his other hand reaching up to stroke her hair like a father might do... or maybe an uncle.

At last Frisk pulled away. Her soul felt lighter than it had been in a long, long time.

She took a second to glance at Sans, her lips twitching upwards. "So... friends?"

He nodded. "oh yeah. definitely friends."

"Even though I dragged you all here?"

"kid," Sans said, "we really have no idea who or what brought us here, so let's save the accusations until we know for sure. but... even if you did, i forgive you, and i'm more than sure the others will too."

"Thank you," Frisk whispered.

Sans took a step forward, the bluish blades of grass swishing against his legs. "right. well. we should probably get going, see if we can find twilight, or any other ponies and figure out what's up with this world."

Frisk glanced around. Everything was quiet, except for the occasional hoot of an owl and the croaks of frogs. A small stream slipped by, gurgling over rocks, with glowing blue mushrooms growing at the edges, a broken wristwatch nestled between them. At Sans' nod she knelt down and dipped her hands in the crystal water, taking a long drink. It was so cold it burned her throat, and she stood up, coughing.

"Do you-want-any?" she asked between coughs.

The skeleton shook his head. A grimace seemed to pass over his face. Frisk frowned.

"Sans... are you feeling okay?"

"well-"

Frisk gave him a look.

"okay, so i haven't been feeling that great. but i'm sure it's nothing too bad." He patted her shoulder and they began walking again. "so don't worry too much about me."

"This world doesn't seem too bad," Frisk said, glancing around at the silvery blue trees, bathed in moonlight and glittering starlight. "It's pretty. And hopefully there aren't any mean ponies... like Sombra. He was scary. Almost as scary as Undyne. Well, she's not really scary now. Except when she's cooking."

At this, Sans chuckled softly. "i don't think you can get much scarier than undyne when she's cooking."

Frisk kicked at a clump of grass. "About Undyne... why was she and the others not in the Sombra world? Why do you think we're the only ones who keep showing up in these different worlds?"

"we don't know that for sure," Sans said, raising a hand to scratch his skull, "i mean, undyne might have been in the 'sombra world' and we just didn't run into her. as for you and me, i'm not so sure about me, but for you-"

Frisk let out a squeak and jumped back as a droplet of acid splashed to the ground. A second later it was followed by a melancholy voice.

"oh... am I interrupting your conversation...? i'm so sorry... i'll get out of your way..." A small, oblong ghost drifted down towards them, looking as if he had just come from a funeral.

Frisk's squeak turned onto a small squeal. "Napstablook!" she exclaimed, and leaped forward to awkwardly wrap her arms around the little ghost. "Oh no, please don't go!"

"oh... i... if you're sure you don't mind..." Napstablook said. "by the way... do you have any idea what this place is...? i mean... i might be wrong but... this doesn't feel very much like the underground."

Sans dug his hands into his pockets. "well, that's because it's not. it seems we've been sucked into a land filled with small colorful ponies with no idea how to get back."

"oh..." Napstablook's face dropped even more than usual. "that's not... good... i hope the snails are alright and..."

A shrill scream broke through the silence, cutting him off. Frisk started and jumped right through Napstablook, shivering as she passed through the freezing white mist that made up the ghost's "body."

Sans glanced at Frisk, then began walking towards the sound. Frisk ran after him, feeling the air around her grow colder. Sans jerked to stop, and Frisk bumped into him. Carefully, she glanced around him, then blinked. Beside her, Napstablook's eyes grew slightly wider.

"muffet," Sans said.

The large purple spider turned to look at them and giggled. "Ahuhuhuuu~ why hello there young Sans~. Welcome to my... 'new and improved' parlor. See, I've already caught a nice little treat."

She reached up with a hand, or leg, to throw another thread of spider silk around the large orange pony trapped in her web. "Hmm... I wonder how you will taste. Too bad my pet isn't here. I'm sure you two would have a lovely time~. Ahuhuhuuu~!" She covered her mouth and giggled again, her pigtails bouncing up and down.

"What in tarnation!?" the pony exclaimed, throwing her gaze towards Frisk, Sans and Napstablook, then back at Muffet, her face a growl. "If Ah had mah hooves free..." she didn't finish the threat, instead opting to thrash her bound hooves.

"alright, muffet. you've had your fun. now let her go."

"Why should I?" Muffet's voice took on a slight whine. "I've heard that horses hate~ spiders. That they like to stomp~ on them. That they like to tear~ their legs off."

"Yes, well, um, you heard that about me, and that wasn't true, was it?" Frisk piped up, peeking out from behind Sans.

"muffet... LET HER GO," Sans repeated. His gaze was steady, his expression lax, but his voice had lowered to no more than a growl. Frisk shivered, remembering the other time she had heard that voice. Judgement hall.

Muffet tossed her pigtails, but began snipping at the threads that held the pony. "You never let me have any fun, Sansy~. I only wanted to play with her a bit."

She snipped the final thread, and the pony dropped to the ground with an "oof." Within seconds she had scrambled back up to her feet, shaking leaves and branches from her straw-colored hair. After grabbing her hat and placing it back on her head, the pony tipped it to Sans, Frisk, and Napstablook. "Well, Ah suppose Ah'm mighty grateful to all y'all for saving me... whoever you are."

"we sure got you out of a _sticky_ situation," Sans replied, returning to his usual comic self.

Muffet rolled all eight of her eyes at the joke while tidying the strands of silk into a neat pile, but the pony snorted in laughter.

"Well, Ah guess Ah really have seen it all. Lands, Granny Smith and the others won't believe a word Ah say when Ah get back to the farm. Mah name's, Applejack, by the way."

"i'm sans, this is frisk, and the ghost is napstablook."

"... hello..."

"Um, hey... do you want any help getting those sticks out of your hair?" Frisk asked, twisting her hands together.

At first Applejack's eyes widened, but almost immediately her expression softened into a smile. "Well, of course you can, sugar cube," she said, kneeling down.

As Frisk began working on Applejack's long, tangled mane, Napstablook asked, "so... not to be rude or anything... but... can i ask... what are you doing in this dark... and spooky forest? oh sorry... i didn't mean to pry..."

The mare was silent for a moment, chewing on her lip. Then she spoke. "First, Ah'm sure y'all noticed how there's an eternal night going on here? Me and mah family run a farm, it's called Sweet Apple Acres. With all this 'endless night' business, our crops can't grow. And without our crops, we can't make a livin'. So Ah'm takin' a trek through the Everfree Forest in order to try an' appeal to Nightmare Moon, leader of these here parts, to try and see if she can help us any."

"Eternal night," Frisk whispered, removing another stick from Applejack's mane. It was a little similar to the monster's situation in the Underground. Both were trapped in eternal darkness, never able to see another sunrise, or sunset.

"Applejack?" Frisk said.

"Yes, sugar cube?"

"Do you mind if we come with and... appeal to Nightmare Moon too?"

"oh... i don't know if we should... maybe she won't want to be bothered..." Napstablook said.

"Of course we must, dearie~," Muffet said, taking a sip of spider tea. "Even though horses may be terrible to spiders, eternal night seems a bit... harsh."

"For the last time-" Applejack let out a snort. "Nevermind. Anyway, Ah guess you're welcome to try an' appeal to Nightmare Moon. There's no tellin' if she'll listen to you, though. Now, how did you come to be in these here parts again?"

Frisk raised and lowered her shoulder. "We're not sure. But"-she lifter her head a little higher-"we're going to figure it out. Together."

The castle was enormous, almost bigger than Asgore's castle back down in the Underground. Its delicate blue spires drove into the ever-dark sky. A large rift separated the castle from the forest, but a stone bridge provided the way across.

Frisk gulped as she took a step onto the bridge and peered over the edge. The chasm dropped away into darkness, mist twisting and turning below. She turned and scurried to the other side, letting out a small breath as her boots touched the grass once more.

"Ahuhuhuhu~," Muffet giggled, prancing over the bridge. "I wonder if there are any spiders in this castle. I'd love to meet them."

"or any other ghosts... well... probably not..."

"Probably yeah for spiders, and..." Applejack winked at Napstablook, giving him a patient smile. "Well, maybe there'll be a ghost or two, sugar cube."

Sans tapped his fingers against the door. It swung open silently, revealing a dim hallway, small turquoise lamps fastened to the walls. A long blue carpet stretched down the tunnel, the end fading into blackness.

"funny that the doors are unlocked," Sans said, rolling an eye towards Applejack.

"Well, Nightmare Moon ain't 'zactly known for her, whatcha call it? Paranoia," Applejack said. "She's got this whole forest under her hooves. There ain't nobody that dares to oppose her. Even them timberwolves scurry out of her way quicker than a rabbit to its hole."

She turned to the group and tipped her hat to them. "Well, Ah'm mighty grateful to you for not, er, not tryin' to eat me, and all. Ah'd reckon you might want to wait here until Ah've spoken to Nightmare Moon. No offense or nothin', but Ah'd like to get my request in before she meets all y'all."

Frisk nodded. "We understand."

"good luck... applejack..." the small ghost offered the tiniest of smiles, and Applejack responded with a wide grin of her own, before disappearing down the hall at a brisk trot.

Muffet gave a small sigh and bounced up and down, before smoothing down the front of her skirt. "I think I shall go and see if there are any spiders around here. Ahuhuhu~ I think they will like some of the recipes I've brought with me~."

"Wait!" Frisk jerked forward, holding out her hand. "We've got to stay-"

But the spider had already disappeared down another hallway.

"oh no... did I say something wrong? i'm sorry..."

"nah." Sans rolled his eyes. "she just didn't feel like _sticking around_ _."_

'"Do you think she'll be okay?" Frisk asked, twisting her hands together. "Should we go after her?"

Sans shrugged, the lamplight turning his face a sort of bluish color. "guess so. I bet she's probably already _spinning_ some tales with the others, though."

"Sans!" Frisk said with a giggle, and was about to reach over to tug on his sleeve, when a pink flash exploded in front of her. She squeaked and jumped backwards, her soul quivering.

Twilight skidded to a halt in front of the group, her mane tangled and her eyes wide. "There you are!" she gasped. "Pinkie told me she saw you all walking up here. Where's the spider; do-"

"hold your horses, twi," Sans said. "what's wrong? uh, beside the whole 'we're in the wrong world' and all-hey, where'd your dragon friend go?'

"He's gone!" Twilight gasped, chewing on the tip of one of her feathers. "When the timeline reset, he disappeared! I should have kept a closer eye on him, I don't know if he's-" she swallowed, as if gulping down her words. "You guys aren't safe here. Follow me."

She whipped around, but Frisk burst out, "Wait, we were just going to go talk to Nightmare Moon! And we've got to find Muffet."

Twilight's eyes grew huge. "You were going to go talk... to Nightmare Moon? Trust me, Frisk, there's a reason they call her _Nightmare._ The Nightmare Moon of this timeline... she's almost as bad a Sombra."

Frisk inhaled and took a step back. "We really need to find Muffet," she repeated, softer this time.

"We can keep a look out for her, but we have to get moving. Nightmare Moon's guards are everywhere. I'll tell you more when we're somewhere less out in the open." She took off at a brisk trot down the dark corridor and Frisk followed, her short legs making it difficult to keep up.

"In here."

She halted and placed her hoof against the wall, then gently tapped it a few times. The result was a quiet thud. The alicorn closed her eyes, her horn lighting up with purple magic.

"Hey! What are you doing?"

A loud voice boomed out from the end of the corridor.

"oh great."

Frisk whipped her head around and saw reddish brown mare galloping towards them. Dark blue armour covered her body.

"Quick!" She heard Twilight yelp.

Frisk jerked her gaze back to the wall. A large hole had appeared in the side, revealing a small lit staircase.

Sparing one more glance behind at the pegasus, Frisk shoved Sans inside, then jumped in herself, Napstablook squeezing in between the two. Twilight scrambled in backwards, muttering under her breath. Her horn glowed, and the hole closed up. A second later, they heard a thump, and Frisk winced.

"That was close," Twilight said with a grimace. "Too close. Oh, ponyfeathers. Now they know we're in the castle. It's only a matter of time before she goes and tells the others. We have to hurry."

The alicorn stepped past them, excusing herself, then began trotting down the stairs. Frisk grabbed Sans sleeve and pulled him along with her.

"woah there, kid," Sans said. 'i'm comin', i'm comin'."

"I just don't want you to get left behind," Frisk mumbled. But in truth, she rather liked having something to hold on to, a reminder that she wasn't alone.

At the bottom of the stairs was a ledge, barely wide enough for Twilight. But without any hesitation, the alicorn stepped down onto it. Of course it was easy for her to do. She had wings. She could fly.

Frisk let go of Sans' sleeve and placed a foot on the ledge. She peered over the edge and saw that it dropped clean away into inky darkness. Sharp rocks rose out of that darkness like fingers of some gigantic hand. No spiders anywhere.

The little girl pressed herself against the wall and took another step. Her stomach twisted at the sight of the drop as she remembered her fall down Mount Ebbot. Still looking at the cliff, Frisk's hand reached out for something to grab. She almost shrieked when her fingers touched cold bone, then realized it was only Sans.

"easy there," Sans said, letting his hand slide into hers. "you're okay. i won't let you fall."

Frisk nodded, her mouth twitching into a small smile.

Suddenly Twilight halted. Frisk pulled her head a fraction away from the wall and saw that a large grandfather clock had fallen across the path. The face was cracked.

"what... is that?" Napstablook asked.

"Another clock," Twilight said, her eyes fixed on the fallen timepiece. "I keep running into more and more clocks. Every one is broken. It's like... it makes me feel like... time itself has been broken."

o

"Here we are," Twilight said. The light brown door shone briefly with magenta light, then swung open. "This is the place where those of us who don't agree with the Nightmare Moon's reign take refuge. Luckily, I found it a day or two after I came here."

Sans picked up a book from a stack that was almost as tall as him, thumbing through the pages. "just how long have you been here, twilight?"

"Let's see..." Twilight chewed her lip. "About two weeks."

"and i thought we had it bad."

"But why were you here for so long?" Frisk asked.

Twilight shook her head. "I don't know. Time travel's funny like that. I was in the Sombra timeline for almost a week before you showed up. But with the Changeling timeline... I couldn't have been there from more than an hour."

Naptablook glided over the deep indigo carpet to the blazing hearth. "it's a very nice place you've got here... twilight," he said.

Twilight ducked her head. "Well, I can't really claim credit. The other members of the resistance are the ones who built it in the first place. But thank you."

The door swung open with a bang, and Frisk jumped, accidentally banging into Twilight. Before she could even stutter out an apology, Twilight said with a gentle smile, "It's alright, Frisk. No need to get startled. This is my friend Pinkie Pie."

Frisk turned her head and watched as a pink pony with a gravity-defying mane bounded in, her face brighter than one of the crystals in Waterfall.

"Wow, Twi wasn't kidding when she said you were an odd bunch," the mare exclaimed, and giggled. She bounced up to Napstablook on legs that acted like springs. "Hey, I'm Pinkie Pie, what's your name, wanna be friends?" she blurted out, all in one breath.

The ghost's mouth dropped open a little wider. "well... um... i wouldn't want to be a burden..."

"You? Aw no, I think you'd be such a great ghost to have as a friend. I've never had a ghost for a friend before! Have you ever had a pony for a friend before?"

"well... no... but... um... my snails... they're my... friends?" Napstablook spoke with even more hesitancy than usual, ending it in a question.

Next, Pinkie bounced up to Frisk. "Hiya! What's your name?"

"Frisk," she said, wondering if the mare's mane would feel like cotton candy if she touched it. "And that's Sans."

"Is he your dad or something? Will you look like him when you're older?"

A small shock of cold jerked through Frisk as Pinkie said "dad." She didn't dare glance at Sans to see his reaction. "Uh, no. He's not my... he's a skeleton." She made a face. "Well. I guess I will look kinda like him someday, but not for a long time, hopefully."

"Frisk, Sans," Twilight called from across the room, a book clutched in her magic. "Can I talk to you for a moment?"

"sure thing, twi," Sans said. Frisk snuck a glance at him, and found his expression unchanged, hands still dug in his pockets as if he hadn't even heard what Pinkie was saying. "watcha got there?"

"What?" Twilight glanced down at the book she was holding. "Oh. I didn't even notice I picked this up. I've been..." She paused for a yawn. "...Reading quite a lot lately. Haven't gotten the best sleep over the past three weeks or so. I can't wait until this is all over."

She turned to look at them, then down at the floor. "The first time around, this was the last timeline I spent much time in. The others I just flashed by. It'll almost be like a surprise what timeline we'll end up in."

"I don't really like surprises," Frisk said quietly. "Not these kind, anyway."

"Me neither, Frisk," Twilight said. Sans just looked thoughtful.

"Which is why," the alicorn continued, "we are going to try and find some things out, so it doesn't come as a surprise."

"whaddya mean, twi?"

Well," Twilight started, "there's this book-"

"heh heh, why am i not surprised?" Sans asked.

The unicorn shot him a glare, and he held up his hands in surrender. "alright, i'll be quiet."

"So, I've heard rumors there's a book in the castle library that supposedly contains a magic spell that can restore lost artifacts. I'm thinking, maybe it can restore the map and paper that I used before, so I can go to the important event in the timeline and see what's going on."

Her gaze twitched over to Pinkie as she giggled again. The pink mare had managed to coax a tiny smile from Napstablook.

"Even in this word, she's still the element of laughter," Twilight told Frisk and Sans with a small, tired laugh of her own.

(Element _of laughter?)_

"What do you mean?" Frisk piped up, twisting her hands behind her back.

Twilight began to pace back and forth, her hooves clacking on the stone floor. "It's a very long story, but to keep it short, there used to be six gems of a sort that could generate a very powerful magic. They were called 'The Elements of Harmony,' and my five friends and I each wielded a specific element. Applejack is honesty, Fluttershy kindness, Rarity generosity, Pinkie laughter, Rainbow Dash loyalty, and I am magic."

She picked up another book, gave it a small glance, then set it down. "Now I understand if you don't want to do this. You have to know that if you get caught, there is no telling what horrors Nightmare Moon may do to you."

Frisk swallowed. She glanced at Sans, and the skeleton flashed her a grin. "don't worry kid. we'll be alright."

With a small smile for Sans, Frisk turned back to Twilight. "We're in. Let's go make things right again."

o

Frisk felt the muscles in her arm protest as she stretched her hand, her fingers brushing against the spine of the book.

"got it yet, kiddo? my shoulders are getting kind of tired."

"Almost." Frisk leaned forward, her feet pushing against the skeleton's shoulders. One hand rested on the wood of the shelf, the other closed around the spine of the book. "Got it!"

"attakid." Sans reached up a hand and helped Frisk slip back to the floor. He let out a loud groan. "you're heavier than you look. but hey, we've got it. really takes the weight off my shoulders."

Frisk winced, and not just at the joke. He talked too loud. Even though it was "sleeping hours" and Twilight had said that she doubted night guards would bother poking around in a library, she didn't want to take any chances.

"Sans!" Frisk whispered, glaring. "Keep your voice down!"

"sorry. forgot we're in a library." He winked at her.

Frisk just let out a sigh and walked over to one of the windows. . Dust billowed up into her face like a tiny sandstorm, and she sneezed. Sans padding behind and held the small candle up over the title. Liquid wax slipped down the side, and Sans caught it in his hand before it could touch the old wooden cover.

"heat doesn't bother me," Sans explained in answer to Frisk's worried glance. "now let's take a look at this book."

"A Study on Time Travel, by Star Swirl the Bearded," Frisk said. Not really what Twilight was looking for, but still, it might provide some clues. With a quick glance over her shoulder, Frisk lifted the cover, and began paging through the book, only to have her heart sink at the complicated-looking diagrams, and long words, like _paradoxically_. "I hope Twilight's able to understand this, 'cause I'm not."

"eh, it ain't too bad." Sans' voice took on a mock elegance as he read a small passage. "As we can see from the bootstrap paradox scenario, the latter events-"

Frisk giggled at Sans' tone, appreciating his attempts to lighten the mood. "C'mon, ya big bonehead, let's get back to searching."

A bang echoed through the library as the door swung open, slamming against the wall.

"Who goes there?"

Frisk's heartbeat skidded. She clutched the book to her chest and shrank back against the bookshelf. Beside her, Sans quickly placed a hand over the candle, snuffing it out. Blue-black darkness fell over the library.

The moonlight streamed through the window to paint lines of silver upon the floor, but in the cracks and crevices, darkness gathered. Frisk crept into that darkness, holding her breath.

"I know you're in here somewhere," a voice called out, its tone a growl. Hooves banged against the floor, growing louder.

Frisk dropped to her knees and shrank farther back into the shadows, back towards the end of the library. She couldn't hold her breath any longer. The small gasps grated in her ears, much too loud. She closed her mouth, trying to breathe through her nose, but that was even louder.

It felt like those times when Frisk had played hide-and-seek with other children, crouching in some dark corner, hoping she wouldn't be seen, breathing lightly so she wouldn't be heard. But this time, it was much more serious, the stakes much higher than just losing some game.

Except... maybe this all was just some sick game.

Frisk stopped scooting backwards. She was taken back to their fight with Omega Flowery, the demonic, soulless flower jerking her back in time over and over. At that point, Frisk had been ready to die, but Flowey wasn't going to let her off so easy.

 _If you die, you won't get to play with me any longer._

Frisk went rigid.

"Sans," she breathed.

"um, not right now kid," Sans whispered, eyes fixed on the beam of the guard's flashlight.

"Sans, I know why we're here. I know how we got here. Flowey-ah!" Frisk squeaked and raised an arm as a bright light smacked into her vision.

"Gotcha, you slippery little snake."

Frisk cracked open an eyelid and saw a dark blue unicorn mare, her coat almost lost in the shadows. Her eyes were a glowing turquoise, and she was grinning.

"Awww, Storm, come look! A little human!" the mare said, her voice high and mocking. "Aren't you the cutest thing?"

"H-hey!" Frisk gasped as she was suddenly flung into the air. "P-p-put me down!"

"Aw, the little kid c-can't even get the words out," the mare stuck out her bottom lip, and shook Frisk. "Well, perhaps Nightmare Moon can fix-"

A fist slammed into the side of her helmet, flinging her to the floor. Frisk dropped onto her hands and knees, letting out a gasp.

"no one messes with my friends," Sans growled, looking down at the mare.

A mottled black and blue unicorn stallion suddenly stepped up behind Sans, resting the tip of his horn against Sans' backbone. "No one messes with mine either," he said, his voice low and smooth.

Meanwhile, the mare sprang back on her hooves, her eyes smoldering. "Chill out, Mr. Skeleton. I wasn't going to hurt her." A smirk slid onto her face as she glanced at the stallion. "We leave that job to Nightmare Moon, don't we?"

A spiral of light burst from the tip of her horn, wrapping around Sans' wrists before he could jerk away.

"Please," Frisk said, taking a step back. "We haven't done anything wrong."

"Nothing except breaking and entering, being out past curfew, and trespassing," the stallion, Storm, said. "Am I correct?"

"We didn't break anything," Frisk whispered. "We just..." She bit her lip, then almost squealed again as a spider skittered across her shoe. It was followed by another. And another. And another, until the whole floor was almost crawling with _spiders_.

" _Ahuhuhu~_ now what did I hear about someone taking my friends captive?"

Frisk had never been so relieved to hear that laugh. A warmth burst out from her soul, lighting her face up with a smile. " _Muffet_!"

"I hope you don't mind, dearie~, I've brought a few friends with me."

Suddenly, "Oh, gorgeous, _look!_ Even _more_ ponies!"

Mettaton burst into the room on his ever-sexy legs, lighting up the whole library with his thousand-watt smile.

Frisk drew back, her eyes widening. Since when was Mettaton in the timeline?

Napstablook followed, protesting, "mettaton... uh... twilight wanted us not to be seen... by the ponies..."

"Blooky, _dear,_ this is _Mettaton_ speaking. When have I been wrong about _anything_?"

The two guards simply stood, eyes wide, jaws slack. For once, the mare had nothing to say.

Then came a shrill laugh. It filled up the library, spilling out the door, and echoing throughout the castle. It was a laugh that was forever burned into Frisk's mind, as terrifying now as when she had first heard it.

"Well, pals, this has all been very amusing," the flower said, "but it's time for a plot twist!"

"That's my line!" Mettaton said indignantly. Or would have said, if a bright white light hadn't suddenly swallowed everything.


	4. Chapter 4

"I have to admit, at first, it was rather interesting watching you play together, making your precious little _friendships._ But now... it's just annoying. I'm tired of this world. It's time to choose another, pal _._ "

Sans sucked in a breath and squeezed his eyesockets shut, feeling as though his ribs were about to crack. He coughed, and something boiling hot shot up his throat, splattering onto the surface in front of him.

"What's wrong, my smiling trash bag? Time travel doesn't really agree with you? It's really too bad; after all Gaster did to save you, you're still going to die like the idiot you are."

"YOU. SHUT. UP." Sans' eyes snapped open, his bones quivering. He wanted to grab the nearest weed killer and grind that smiling little face into dust. "DON'T TALK TO ME ABOUT HIM."

"Still hurts, doesn't it?" Flowey shifted his gaze from the various screens, shining in the blackness, to stare at Sans. His expression deepened into a frown. "What is it like...?"

Sans didn't answer, and for a moment they simply stood staring at each other.

Then Flowey shook himself, and turned back to the screens. "You know, I've done this every time we've switched timelines," he remarked. "You just haven't remembered. Bit hard on the memory, ain't it?"

He grinned, his face morphing into something like Toriel's. "You were right, you know. Poor child... she felt so bad about killing that narcissistic robot Mettaton, it was easy work to get her to reset. After all I had done, after what she did, this world just couldn't stand it anymore. She created the tear in time and space, all I had to do was drag you all through. And of course I had to bring Mettaton along. The look on her face-hilarious."

Sans' stomach twisted at the flower's words. "you did this just to taunt her?"

"That was just an added bonus," the weed said. "And c'mon, I wanted to get out of the Underground as much as the rest of you guys."

Want? How could Flowey want anything? He was just a talking flower, a nuisance. A thorn stabbing into his side. He couldn't understand what it meant to want something, to dream about something so hard you thought your very soul would crack. He was just a flower...

"Anyway, I found out someone was already breaking the rules of time travel, so you and the human helped me set up some... new rules in this world. Against your wills, if that's any consolation." He gave a short snort. "Heh. Then that stupid unicorn interrupted us, and I had to reset. That one was a bit tricky, but... I managed."

So that's why Twilight said she had seen them when they met for the first time.

"why are you telling me all this?"

"Because it's no fun if no one knows how hard I worked to get here!" the flower said with a small pout. But in less than a moment, it shifted back into that twisted grin Sans was so familiar with. "Besides, in a few moments, you won't even remember this happened. Which one will I choose this time, Sansy- _pansy_?"

"when will you be satisfied? when will you be done with these games of yours?" Sans' hand shot out to grab Flowey, but the golden flower ducked down into the darkness, popping back up a few feet away.

"How about the Tirek timeline? _Very_ destructive. Right up your alley, Sans."

The weed lifted a tendril and pressed the screen. It flickered, and went black.

Seconds passed.

Nothing happened.

Flowey's grin slipped.

Sans shook his head, and turned away, gritting his teeth as a long, agonizing breath escaped. Cracks began forming in the walls, light slipping through the barrier of darkness. A fire began to smolder in his stomach, growing hotter and hotter until at last he shouted, "don't you see? you're destroying this world! what have these creatures done to you to deserve this?"

Flowey raised an eyebrow. "And I thought you didn't care about what happened to everyone else."

The skeleton gave a snarl and lunged forward. The weed ducked down and Sans fell on his face. "i... do care," he spat. "i care about them more than you could ever imagine, _weed. s_ ome of these ponies are my friends. huh, i guess you wouldn't even know what the word means."

Something Sans couldn't quite describe passed over Flowey's face. "I've got a friend," he said. His voice came out quiet, lower in tone than his usual high-pitched screech. "Someone with a little 'EXPerience' in time traveling."

Sans flung himself up, hands clenching. "FLOWEY..."

His warning fell on deaf ears. Flowey caught onto the light spilling from a crack with a tendril of greenery, pulling it to him with slow deliberation.

Sans tried to jerk toward him, but almost fell. Pain flashed across his eyes, hotter than any fire. Then his knees gave way beneath him and his body hit the darkness with a thud.

"You forget, Sans, this is _my_ domain," the flower said, still concentrating on tugging at the stream of light. All at once Frisk tumbled into the darkened room, landing on her knees with a thump and a squeak. She looked up to see Flowey and blinked.

"Pal. Buddy. Friend," Flowey gave the child a large wink. "You should have killed me when you had the chance."

Frisk shook her head, scooting backwards. "No! No, I couldn't! I killed someone once, and... i-it was awful," she said. "I wasn't-I couldn't just kill you!"

"Coward."

Sans gave a growl, but Frisk's eyes remained fixed on the flower. He tried to drag himself out from the invisible weight that was crushing him, but he couldn't. Sweat dripped down his skull. It felt like acid.

"Now," Flowey said, "I just have to borrow a little determination. You wouldn't begrudge your ol' pal some determination, would ya?"

Frisk only stared at him. Sans could see she was straining to scramble further back, but it was as if her back was pressed against a solid wall.

One corner of Flowey's mouth pulled up into a lopsided grin, and he reached out to stroke the back of the child's hand with a blade of his greenery. Golden light rose in a cloud between the child and the flower and quick as a bolt of fire magic, Flowey scooped it up and returned to the flickering screen.

Frisk tore her gaze away from the flower, and seemed to see Sans for the first time. Her eyes grew even wider, and she streaked over to him so fast that for a moment Sans wondered if she'd teleported. Light from the screen flashed across her face.

"S-sans..." she said, her fingers closing around his sleeve. "Sans, w-what's wrong-what happened-are you okay-what did F-Flowey do to you-what's going on?

Sans let out a raspy cough, pushing himself into a sitting position. "kid... i know... things are lookin' pretty _weedy_ right now, but-"

"Sans... I'm scared," Frisk whispered.

This time it was Sans' grin that slipped. For a moment silence hung between them, interrupted only by a small sniffle from Frisk.

"i know," Sans finally said. "i... am too."

"H-hey," Frisk's voice was shaking, but she tried to speak lightly. "It's going _tibia_ okay."

Something that might have been a chuckle quivered in Sans chest. He reached out a shaking arm and pulled Frisk into a hug. "Frisk. I'm... I'm glad you're here."

o

Flowey watched the exchange silently. Something stirred within him. Something he had not felt for a very long time.

"I'm so alone. I'm so...

"Afraid.

"So very afraid."

o

" _AHHHH!_ "

Sans screamed. He keeled over, holding his head in both hands. Frisk jerked back, trembling.

"Sans!"

She lunged back forward, grabbing Sans' shoulder, wanting to do something, wishing she could make it stop.

But she could not.

"kid... please... help me," Sans begged. Cracks were beginning to run down his bones as Frisk watched, a cold tingling all over her body.

"I want to, Sans. I want to," Frisk said, squeezing her eyes shut and letting the tears mix with the snot that was dripping down her face. She wanted to run away, to run away and hide, but instead she grabbed harder onto Sans' jacket, feeling the rough material beneath her fingertips. It seemed that texture was the only thing that was keeping her from flying into a hundred pieces of dust. It was so real, so _normal,_ that it felt like an anchor.

"He hee hee," she heard Flowey call out. "Don't worry, this is all just a bad dream."

"AND YOU'RE NEVER WAKING UP."

A different voice had spoken. This one was much deeper. It almost sounded like... King Asgore's voice, but younger.

Frisk dared to look up, and wished she hadn't. Most of the blackness had dripped away, revealing a horrifying world beyond. Twisted, tangled things roamed this earth, broken things that should never have existed. The landscape was shattered, scored with ravines that led to cracks in the timeline.

There were so many. And infinite amount of possibilities. And infinite amount of timelines. And they were all colliding.

At one moment, the shadow pony, Sombra, commanded his armies to march forth. The next moment, a pony dark as midnight itself, with the night sky for a mane, cackled wildly, sweeping her bat-like wings and rising into the sky. A thousand cracked and broken insect-like creatures swarmed across the sky, turning it as black as night.

It was too much. Too much to look at, too much to take in. Frisk buried her face into Sans' jacket, wanting to shut it all out, to withdraw into herself and never come out. "Sans...I'm sorry... I can't-"

"Y-yo, hey! What the heck is going on?"

 _(Monster Kid? No... he couldn't be here... he...)_ Frisk kept her face buried, not willing to believe her ears.

"frisk. look."

The skeleton's words dripped a inkling of determination back into Frisk's soul, and the child raised her head, wiping the tears from her face with a dirty sleeve. Then she gasped, the cold tingling turning to warmth.

Her friends were coming. All her friends, all the friends Frisk had made in this impossible journey were coming to help.

Twilight, with Monster Kid whooping like a war hero on her back. Alphys, perched on Applejack's broad back, and clinging for dear life onto the pony's tossing mane. Undyne and Rainbow Dash, their bodies nearly merging into one as the pony galloped on through the destruction. Fluttershy, shying at nearly everything, but with Toriel encouraging her onwards. Rarity and Muffet, picking their way delicately among the chaos. Pinkie and Papyrus, oh Papyrus, grinning madly and tearing towards her haphazardly. And of course, Napstablook streaking fast as he could go, and behind him, bounding on those ever-sizzling legs, the one, the only, Mettaton EX.

"You came..." Frisk breathed, her face bursting into a smile. "All of you."

"SANS?"

Frisk turned her head to see Papyrus drop to his knees beside his brother and swallowed her grin.

"hey, bro." Sans pushed himself into a sitting position, his breathing ragged and unsteady. Papyrus grabbed his shoulders. "nice to... heh... see you're still working yourself _to the bone_ to help save us all."

Papyrus' face twisted into a look of disgust. "BROTHER. NOW IS NOT THE TIME TO BE MAKING PUNS! YOU'RE-YOU'RE..." he trailed off. Sans just gave a sort of groan and slumped forward with his face in Papyrus' shoulder.

"Papyrus. Sans. We're going to be okay. Everything's going to be okay," Frisk said softly, hoping against all hope that she wasn't lying. "I think I know what to-"

A laugh cut Frisk off.

"Got a little too carried away, didn't you, _friend?_ You forgot about me. Your best friend. Me.

"ASRIEL DREEMUR."

Frisk frowned, casting her gaze over the strange black-robed goat hovering in front of her. Two long horns protruded from his head. A large smirk was pasted across his face. Eyes blazed with a cold white fire.

"Finally," the goat prince said, his voice like a whisper, yet loud enough that she could hear him perfectly. "I was so tired of being a flower."

Frisk didn't dare turn around to look at the others. She didn't dare take their eyes off him. Everything else seemed to blur away, until only the prince and the fallen human were left.

"How?"

"Easy," Asriel said. "I simply slipped through the ever-widening tear between our world and theirs and grabbed the six souls, along with a few others. The monsters, they came looking for you, but instead they found me." His face hardened and he raised a hand to point to the wide-eyed monsters and ponies. "Theirs are the only monster souls left. But don't worry, I shall soon have them too."

Frisk whipped around to see tendrils of vines wrap around both monsters and ponies, binding them.

Asriel withdrew a long sword from his belt, placing his paw against the edge. "Does it hurt, human?" he asked, his gaze fixed on the sword. "You did this. You wanted a happy ending. But you know what? In this place, there is no such thing. No matter how hard you try, you'll just lose to me again and again and again. But you'll still keep trying. Because you 'love your friends.' Because you 'never give up.' " The fire in his eyes brightened. "Isn't that delicious? Your 'determination,' the power that got you so far, is going to be your downfall."

Frisk just gritted her teeth and shook her head so hard her vision blurred, as if the action would cause his words to become untrue.

Asriel jerked his gaze up towards Frisk, his voice raising to a roar. "Now, enough messing around! It's time to purge this world once and for all." He swept the sword at Frisk, and it collided with her body, throwing her to the side. Frisk cried out as she hit the ground, her soul jerking in pain.

Then, before she could even blink, everything around her faded into a smear, wiping away the landscape, wiping her, the monsters and the ponies off the surface of the world. It was ripping her apart, tearing her to pieces. She couldn't think, she couldn't breathe, she couldn't feel anything but the pain ripping through her soul.

And then it stopped. And they were all surrounded by nothing.

Frisk felt a deep shudder run through her body. This wasn't happening. This couldn't be happening. This was all just a dream.

No. Frisk shook her head, wrapping her arms around herself as she lay, panting, in the nothingness. It was real. This was really happening. And it was all her fault.

 _I'm so sorry._

She looked up with pleading eyes, only to have them lock onto Sans'. Though the skeleton did not say a word, his eyes told the message louder than any words.

 _you've got this, kid._

For a second she simply stared at the skeleton, not sure whether or not to believe him. Then she shook herself. He believed in her. They all believed in her.

Determination crept into Frisk's soul on a pair of unsteady legs. She hadn't gotten this far just to give up now. She swallowed hard, then rose to her feet, stepping in front of the monsters. "No, Asriel. I won't let you hurt my friends."

Asriel looked down at her, one eyebrow raised. "Really, now? Even after that, you're _still_ standing in my way? Wow, you really are something _special._ "

He raised his hand, and Frisk's whole body went rigid. She gritted her teeth, struggling against him, but she couldn't move.

Fire erupted from his hands, pouring towards Frisk. She gasped, and squeezed her eyes shut... but nothing came. Frisk cautiously opened her eyes, and was just able to glimpse the acid tears that flew into the fire, quenching it.

 _(Thank you, Napstablook.)_

Time to return the favor.

"You know," she said, peering up at Asriel through matted bangs, "in this world, there was once these things called the elements of harmony. The stones that once held their magic is gone, but the elements, they aren't gone. I think I know why you couldn't steal these souls. Their magic connected with one of the elements of harmony. Like... Alphys, she finally told everyone about her experiments with the determination, a-and she... she was _honest_."

Frisk started a little as an orange glow began shimmering around both Alphys and Applejack, but she didn't dare stop talking.

"What are you doing?" The words dragged out of Asriel's mouth. His face twisted, and sparks of light shot out from his fingertips, but they were stopped by a shock of electricity from Alphys.

Frisk grinned, her soul growing lighter.

"Toriel. She was the first monster I met in the Underground, and she is the one who helped me to understand the Underground. She was the one who taught me about mercy. Her _kindness_ knows no bounds."

A light pink aura began to surround Fluttershy and Toriel, loosening the vines.

Asriel swung his sword, but a wall of fire leaped up in front of Frisk, protecting her from danger. She turned her head and saw Toriel holding up a trembling paw, her eyes glistening. Then she nodded at Frisk, and the child continued, her voice growing louder.

"Papyrus. Always cackling. Always eager to help make someone's day better. Both he and his brother taught me to _laugh_."

Blue light flooded around Pinkie and Papyrus and, true to her element, the mare burst into a fit of giggles.

This time Asriel didn't try to attack. He held up his shaking paws, but nothing came out.

"No..."

"Muffet, you were willing to give up all your money to help get the spiders reunited with their kinsfolk. You poured everything into making the spider bake sale a success. With your _generosity_ , I'm sure you'll soon get that heated limousine."

Muffet let out a titter as a purple glow began surrounding her and Rarity, the pony rolling her eyes.

"Stop it..." Asriel said, his voice raspy.

"Undyne, she will fight until the bitter end by your side. And Monster Kid, you were willing to give up everything to protect me. I don't think anything could sever your ties of _loyalty._ " Undyne gave a wide grin and Monster Kid cheered as the vines around them and Rainbow grew slack, drenched in a red glow.

"Stop it, Chara. Stop it! S-stop!"

Fire began raining down around her, but curiously enough, it seemed to be avoiding her. For a second she stared at Asriel, wondering.

Then two spears formed a barrier on either side of her, and Frisk continued. "Sans. Twilight. You represent the most elusive of them all: _magic_. You two can do things I'd never even dreamed about before coming here."

Sans gave a weak chuckle, and slung his arm over Twilight's back as the vines around them fell away, disintegrating into magenta light.

"Mettaton..." Frisk's voice dropped to a whisper. "He... came through after... because..." She swallowed. "I think it was because I killed him before. And... and Napstablook wasn't going to let him come alone. They're family."

She looked up at Asriel, blinking hard. "Asriel, you weren't always like this. You loved your family, you loved Chara. You wouldn't do something like this. Please. Come back."

The fallen prince shook his head, his face crumbling, until he was nothing more than a scared, lost little boy. "No. I can't let you go again. I can't be alone again. I'm afraid, Chara. I'm so afraid. Just... stop... fighting, and _let me win!_ "

"Asriel," Frisk whispered. She felt a nudge at her shoulder, and turned to see Fluttershy, her eyes glowing. Beside her stood the other five elements, the friends she had made in the strangest of places.

A smile creased the young girl's face, her hand closing around her book. "Asriel... We're going to save you."

Light shot out from each pair of monster and pony, each element of harmony. The different colors twisted together, creating a rainbow of light. Asriel raised his hands, his scream piercing the world as the rainbow engulfed him.

Then everything went white.

o

 _"Even though I walk through the valley of the shadow of death, I will fear no evil, for You are with me."_

It wasn't exactly a valley, but close enough. Tall white pillars loomed all around, reaching up for almost as high as she could see. The walls were jagged rock, both dark and pale. Weak sunlight filtered down, illuminating a trail of golden flowers.

Frisk wandered. She did not know where she was going, but that didn't matter. It seemed nothing mattered in this empty, timeless place.

Weariness dripped from every limb, from her tanned fingertips, from the tips of her brown hair, trailing behind her stumbling mahogany boots. Her bag thumped against her side.

Her feet turned to the path of flowers. On either side, it dropped off into blackness, but the small yellow petals glowed in the sunlight, like a path of liquid gold. Their leaves rustled gently in an unseen wind. The wind grabbed strands of Frisk's hair, and lifted them up, almost saying, _Well, come on, then._

Frisk tried, but every step was a struggle. It felt like she was walking in quicksand, and for all her efforts, she was simply sinking lower and lower.

Finally, Frisk stumbled over nothing, and fell facedown into a particularly thick patch of flowers. For a moment, she simply lay there, breathing in the sweet scent, feeling the weak sunlight gently caress her. Then she heard a voice.

"Oh. You've fallen down."

It was a young boy's voice, hesitant, uncertain.

Frisk looked up.

"H-howdy."

Above her stood a small, sniffling goat boy, his long ears flopping softly as he drew in a shaky breath and offered his paw. Covering his body was a bright green and yellow striped shirt, the mark of a child.

Frisk felt her soul warm as she took the goat's soft paw in her own rough, scarred hand and sat up. They had done it. They had saved him. If only for a little while, they had saved him.

"I was always such a crybaby," Asriel told her with a weak, nervous laugh, struggling to compose himself as he sank down next to her.

She offered him a shy smile, swallowing past the lump in her own throat. "It's alright, Asriel. To tell the truth, I a-am too."

For a moment the two of them sat and breathed in the sweet smell of buttercups. For a fleeting moment they were no more than two weary children, lost from their parents in a field of flowers.

Finally, Frisk looked up from stroking the buttercups, a bitter taste growing in her mouth. "A-asriel, about the-"

The boy's face crumpled and he buried his face into his paws. "Please, I swear, I'm so sorry. I'm so, so sorry. I'm sorry, I'm sorry... i'm sorry... i'm... s... sorry..." His "sorry"s grew less frequent as his sobs increased.

Frisk's soul twisted at the sound. "Hey... it's alright... I forgive you." She swallowed down a sniffle of her own, then scooted closer, putting her arm around his shoulder.

After a few moments, she heard his sobs dissolve back into slowly dripping tears. Frisk lowered her arm and scooted away, her gaze dropping back to the flowers.

Then he spoke. "Y-You're not really Chara, are you?"

Frisk shook her head.

"Chara's been gone a long time," Asriel said. "I thought... I mean... I don't even know who you are, and you saved me."

"Frisk," she said, her fingers stroking over the spine of her book. "And I had help."

A stray tear dripped off Asriel's snout, and he absentmindedly wiped it away. "But I still hurt you. I hurt a lot of monsters. I'll... never be able to make up for it... never be able to forget..."

"Then don't try to forget." Frisk dropped her arm and lifted her gaze to the blackness as memories of her own flashed across her eyes. "Some things... you can never forget. But I've learned... there's only one way you can stand it. You gotta hold onto the good memories too." A gentle smile hovered on her lips as the images were wiped away, replaced by pleasant memories: Toriel's slice of butterscotch pie, Papyrus getting confused and thinking she was "madly in love" with him, Sans' jokes, Undyne's failed cooking lesson. Even Mettaton's earlier antics of trying to "harm" her seemed now more comical than deadly.

"I guess you're right, Frisk." He wrinkled his nose, then said, "I think I can maybe 'reset' back to where Twilight was about to convince Starlight Glimmer to stop. But... I need your help. I understand if you don't want to. I understand if you hate me. I would too, if I were you."

Frisk's heart crumpled at Asriel's words, but at the same time warmth, hope, flooded through her body. Barely even aware of what she was doing, Frisk rose and wrapped her arms around Asriel's warm, furry body, holding on to him gently. At first the boy gasped, and almost drew back, but after a moment Frisk felt his arms embrace her. She kept holding on, and let herself be held, soaking in the moment of peace.

"I don't want to ever let go," Asriel whispered, echoing Frisk's thoughts. The fallen human closed her eyes and placed her chin on Asriel's shoulder, letting the warm tears trickle down her face, as she gently stroked his back.

At last Asriel drew back, his face lighter. "I wish I could tell you how much the monsters care about you. Right now, I can feel their souls resonating inside of me. They're cheering you on. With their help... we might just be able to fix this mess."

Frisk let out a small, hitching laugh, despite her tears. She had been so wrong.

Asriel held out his paws and closed his eyes. Light streamed out, warm and pure. Frisk held out her hands too, feeling quiet determination flow through her. She thought of her journey through both the Underground and Equestria, how she wanted so badly for the monsters to finally see the sun, feel the wind against their skin. She blinked open her eyes, then gasped.

Hovering in front of her was the "Reset" button, cracked and twisted though it was.

Asriel glanced at her and swallowed visibly. He reached out a paw.

"Wait," she said. She reached her hand down and pulled out her book. "I'd like you to have this."

He took it in his paws as carefully as if it were made of glass, then turned over the cover. "What is it?"

"It's a lot of things, I guess. Stories. Encouragement. Hope. Dreams. I've marked out some of my favorite."

Asriel reached out a paw and squeezed Frisk's hand. "Thank you."

"You're welcome."

His paw lowered, then stopped. "If I do this, I-I'm afraid that I'll turn back into a flower, a-and when I reset, you'll all forget. About this whole timeline. This whole..." he gave Frisk a slight smile, "adventure." The boy paused for a second, twisting his paws together. "Can I ask you something?"

Slowly, Frisk nodded.

"Don't forget about me. Remember me like I am now, for your sake. Promise me... you won't let go of this memory."

o

"well, look who finally decided to wake up. any longer and i might have found myself some stiff competition."

Frisk slowly blinked open her eyes, squinting against the bright sunlight. "S-Sans?"

"right here, frisk."

It took a second for Frisk to realize where she was. She was lying with her head in Sans' lap, watching the sun turn the clouds to a majestic painting of red and gold. Sunset... they must have all made it past the barrier. She would have to ask Sans about that later. For now... Frisk yawned and snuggled closer to the skeleton, feeling ready to sleep, and sleep, and _sleep._

"man, would you look at that sunset. it really is a _horse of a different color_ up here _._ "

Frisk suddenly bolted upright. Her head swam at the sudden movement, but she barely noticed. "You remember?"

Sans coughed into his hand. "yeah... how could i forget those tribal ponies with their bright green face paint? but, um... the others don't remember so... don't try asking them about it. best to let sleeping dogs lie, y'know? and by that i don't just mean the royal guard." He gently ruffled her hair as she groaned. "but seriously. you really saved our skins back there. i owe ya, kid."

Frisk felt her face burn, then her breath caught. _(Except... it wasn't me that saved you. It was Asriel. And yet he's the one who's still down there... alone. I'm sorry, Asriel._

For a second, she could almost hear his reply, whispered among the wind. _Sorry for what? Don't worry about me, Frisk. I'll be alright._

"you gonna be okay, kid?" Sans asked, almost as if he could hear her thoughts.

"Y-yeah..." She glanced at Sans' face, which was shining almost as brilliantly as the sun. "You know... this kinda reminds me of a verse I once read. 'The people in darkness have seen a great light, for all those living in the valley of the shadow of death, a new light has dawned.' "

Sans gave a small chuckle. "you know that's right."

Frisk lay her head back down on Sans' lap, blinking as she watched the golden ball of light sink lower and lower in the sky. It was the start of a new night, a new beginning.

Slowly, her eyes drifted shut. Memories of her friends floated behind her closed lids, friends she would never forget. She let those memories sink into her mind, holding onto them, for Asriel's sake.

 _(I'll never forget you, Asriel. I promise.)_


End file.
